Star Wars: Duelist Kingdom Saga
by SaurusRock625
Summary: A popular new card game... Seven magical treasures... And one player who will save the galaxy from being drowned in shadows! Follow Ahsoka on her journey to Duelist Kingdom, where she must duel for the soul of her grandfather! But she's not alone. She has her friends and the Heart of the Cards on her side!
1. Chapter 1

_**Long ago when the Republic was still young,**_

 _ **Jedi and Sith played a game of great and terrible power.**_

 _ **But these "Shadow Games" erupted into a war that threatened to destroy the entire Galaxy,**_

 _ **Until a brave and powerful Jedi Grandmaster locked the magic away.**_

 _ **Imprisoning it within the mystical Millennium Items.**_

 _ **Now, five thousand years later, a Padawan named Ahsoka unlocks the secrets of the Millennium Puzzle.**_

 _ **She is infused with ancient magical energy,**_

 _ **For destiny has chosen her to defend the galaxy from the return of the Shadow Games just as the Grandmaster did,**_

 _ **Five thousand years ago…**_

* * *

 _ *****Insert Yu-Gi-Oh! Theme Song (G1)*****_

* * *

 _ **The Heart of the Cards**_

* * *

"Hey, Barriss? Coruscant to Barriss; anybody in there?"

In the Jedi Temple on the planet Coruscant, we find two Jedi Padawans playing a game of Duel Monsters. It's a new card game with some very interesting rules and cards to play with. When it was first created, people all over the galaxy were skeptical about how much fun it would really be.

Soon enough, it gained popularity amongst even the oldest of players. Young, old, civilian, Trooper, even Jedi and Sith became entranced by this card game. Many play it in their free time as a means of escape from the hardships of the Clone Wars. And currently, we find Ahsoka Tano playing against her best friend and fellow Padawan, Barriss Offee.

"Come on, Barriss, it's your turn!" Ahsoka urged.

Much like Ahsoka, Barriss had five cards in her hand and was currently thinking about what her next move would be.

" _I could play one of my weaker monsters in defense mode to try and bluff my way through this turn. But if I play a stronger monster in attack mode, I'll be able to deal some major damage to Ahsoka's Life Points. What to do?"_

Barriss was broken from her thoughts when Ahsoka's master, Anakin Skywalker, pulled her into a headlock. The man had a teasing look on his face, knowing that Barriss was still fairly new to this game, and was just too much fun to tease. A fact that Barriss hated very much.

"Don't think too hard, Barriss, or you might hurt your brain." Anakin teased.

"Please stop, master Skywalker. Ahsoka is teaching me how to play Duel Monsters." Barriss replied.

"Drooling monsters?" Anakin asked, feigning ignorance.

"DUEL MONSTERS, YOU BONEHEAD!" Barriss snapped, pushing Anakin away.

Anakin yelped as he nearly lost his balance. He was just trying to lighten the mood, and THIS is the thanks he gets? Sheesh, the Jedi are getting more and more boring every day. Padmé put a hand on her secret husband's shoulder, knowing what he was thinking.

"Don't worry about it, Ani. They've been at this for two hours, now. Barriss is getting the hang of it, but Ahsoka's an expert at this game." Padmé said.

"Alright, Ahsoka… it's time to duel!" Barriss declared.

She placed a monster card of a warrior holding a spear in attack position. This monster looked like a masculine, black haired man who lived out in the deepest of jungles. He had fifteen hundred attack points, and sixteen hundred defense points.

"Say hello to Elemental Hero Wildheart!" Barriss said confidently.

"See, each monster has an attack number and a defense number. The player who lowers their opponent's Life Points to zero first wins the duel." Padmé explained to Anakin.

"A good move, wouldn't you say, Ahsoka?" Barriss asked.

Ahsoka smiled and nodded, before drawing a card from her deck.

"Yep. Pretty good move…"

Ahsoka played an Elemental Hero of her own. One that looked like a humanoid dolphin wearing a silver jumpsuit, with twenty five hundred attack points. This monster was known as Elemental Hero Neos.

"...But not good enough."

When Barriss saw this card, she was totally thrown off by how powerful it was. She knew that Ahsoka had great cards, but this is ridiculous!

"WHAT!? Thanks a lot." Barriss said with heavy sarcasm. "A card that powerful completely cleans out my Life Points!"

"Man, you stink at this game." Anakin said bluntly.

What everyone failed to notice was that a certain Sith Lord was listening in on their conversation. And like the others, he too was a great player when it comes to Duel Monsters. But he was more interested in the golden pendant around the neck of Skywalker's Padawan. It looked like an upside down pyramid with a Wedjat Eye symbol on the front held to the Togruta's neck by a brown cord.

But back to the conversation that Ahsoka was having with the others. Ahsoka was trying to keep a fight from breaking out.

"You did fine, Barriss. I just have better cards, that's all. See, my grandfather owns a game shop here in Coruscant, and I get all of my best cards from him." Ahsoka said.

This caused everyone to perk up quite a bit. Especially since the Jedi High Council allowed Ahsoka to have an attachment to her grandpa. This was a perfect opportunity for them all to upgrade their decks.

"YOUR OWN GAME SHOP!? What're we waiting for? Let's get going right now!" Barriss said.

"Okay. Maybe I can even get grandpa to show us this super rare card of his." Ahsoka replied.

Now that really caught Dooku's attention.

" _Rare card? Could they have found the card that I've been searching for?"_ Dooku mentally asked himself.

* * *

 _ *****Downtown Coruscant*****_

* * *

Thanks to some relatively safe driving on Anakin's part, our group of duelists arrived at the game shop run by Ahsoka's grandfather. It was a simple shop, not as technologically advanced as the rest of Coruscant. It was made of simple bricks with a wooden roof that had bamboo tiles for shielding from the elements.

"So this old shack is really a game shop?" Anakin asked.

"That's right." Ahsoka replied. "This place is famous for having a very wide variety of Duel Monster cards."

They disembarked from the speeder, and walked up to the shack. A bell chimed as Ahsoka and her group entered the shop.

"Grandpa, I'm home!" Ahsoka called.

"And I see that you've brought company, little 'Soka. Welcome to my shop! My name is Acuzaa Tano, at your service."

Acuzaa is an elderly Togruta male who shares much family resemblance to his young granddaughter. He has the same orange skin and lekku stripes as Ahsoka, but his lekku and montrals are an earthy brown color instead of white. He also has similar facial markings as Ahsoka, but also has an upside down triangle mark on his chin to look like a beard. He wears a white button up shirt, a pair of blue jeans, and simple sneakers. He also has an akul tooth headdress.

"Good to meet you, mister Tano." Anakin greeted.

"Hey, grandpa, do you think you could show us your super rare card?" Ahsoka asked.

"Rare card? My special card?" Acuzaa asked.

He put a hand to his chin and hummed in thought.

"Please! please!" Ahsoka begged.

"Pretty please?" Barriss followed.

Acuzaa pretended to think a little more before grinning and chuckling at the two teen's antics. He was going to show them the card anyway.

"How can I refuse?" Acuzaa said as he took out a small, wooden box. "You kids are in for a treat! I don't take this card out very often. Are you ready? Here it is."

He held up a card to reveal a monster card depicting a majestic white dragon with shining blue eyes. It had three thousand attack points and twenty five hundred defense points. And our group was truly stunned by this card's beauty.

"The Blue-Eyes White Dragon; so rare, so powerful, I never let it leave my hand!"

While Ahsoka, Padmé and Barriss looked awestruck at the sight of such a card, Anakin looked a bit less than convinced. He took the card from Acuzaa's hand, and took a closer look at it.

"It doesn't look that special to me." Anakin said.

"WHA-!? GIVE ME THAT!" Acuzaa demanded, taking his card back. "This card is priceless! There are only four of them in the entire universe!"

"Speaking of priceless, I would like to propose a trade." said an eager Barriss.

"Not for THIS card!" Acuzaa declared defensively.

Hearing this, Barriss lost her excitement. She decided to try and reassure the older Togruta, and hopefully find some new cards for her deck. Besides, she didn't want the Blue Eyes White Dragon anyway. It wouldn't work with her deck.

"No, no, I don't mean THAT card." Barriss elaborated. "I mean, show me some other cards to get me started."

The door chime rang, and Acuzaa was instantly ready to help out a potential customer.

"Hello, may I help you?" Acuzaa asked professionally.

"If it turns out that you can't, it wouldn't surprise me."

The others turned to the door, and were instantly on the defensive. The man was in fact, Count Dooku. He's an elderly human with short grey hair, a beard, pale skin, and the trademark yellow eyes of the Sith. He wears dark Jedi clothing, and has a curved Lightsaber hilt clipped to his belt. He was also holding a silver colored suitcase, for some reason.

"Count Dooku!" Ahsoka said in shock.

"DOOKU!? Why is he here!?" Barriss asked.

"I don't know, but something tells me it's nothing good." Anakin added.

Dooku just walked into the store with a smirk on his face. The Sith Lord was obviously planning something, and I don't like what it is.

"My business is none of your concern. But if you really must know, I've come to see the card." Dooku said.

"So you are also a duelist?" Barriss asked. "This is excellent! Maybe now we can use this game to end this meaningless war!"

Dooku chuckled in a cruel manner as he made his way towards our young group of duelists.

"You? Duel against me? I'd get a much better challenge playing solitaire." Dooku mocked.

"What do you mean by that?" Barriss asked.

"I just so happen to be the number one player in the Separatist army, and a favorite to win in the Duel Monsters Championship Tournament. Hm, you wouldn't last five minutes in a duel against me!" Dooku gloated.

Barriss did NOT take too kindly to those words. Especially since this Sith Lord obviously doesn't want peace. Something that the Jedi have been striving to restore.

"Grrr, why you no good - I oughtta…"

Fortunately, Ahsoka broke up this fight before it could escalate too far.

"Whoa, take it easy, Barriss! Don't let him rile you up!" Ahsoka pleaded.

"But, Ahsoka, Dooku was asking for it!" Barriss countered.

The Sith in question merely walked further into the store, his smirk never leaving his face. Though he hadn't wanted to instigate anything, he still felt a sense of pride from being able to so easily anger a Jedi. Even though it was a mere Padawan.

"Enough of your antics. Where is the… hm?"

That's when Dooku's eyes landed on the card in front of Acuzaa. He pushed past Anakin and Padmé to get a better look, the look on his face one of utter disbelief.

"CAN IT BE? THE BLUE-EYES WHITE DRAGON? IN A RUN DOWN SHACK LIKE THIS!?" Dooku asked incredulously before thinking " _It IS! The card I've been searching for!"_

His browsing was cut short by Acuzaa closing the box that held the Blue-Eyes White Dragon card.

"Well, I'd say that's enough window shopping. Is there anything else I can assist you with?" Acuzaa asked.

Dooku merely scowled before slamming his suitcase on the front desk. This action startled the elderly Togruta, before Dooku opened the case and turned it around to show Acuzaa its contents. The elder Togruta's expression changed from one of panic, to one of awe.

"Listen to me and listen well, old man. Relinquish your Blue-Eyes White Dragon to me, and in exchange, I will trade you all of these!" Dooku negotiated.

And it was quite the trade offer. That suitcase was packed with more rare cards than anyone would ever see in one place! There were cards like the Dark Magician, Jinzo, the Insect Queen, The Legendary Fisherman, and even one of the new Synchro Monsters known as Black Rose Dragon. It was a truly marvelous sight for a card collector to behold.

Ahsoka and her friends stood awestruck at the sight of so many rare and powerful cards; especially Synchro Monsters. And it looks like Acuzaa has made his decision in regards to this trade offer.

"Ahh, yes, very generous of you. But no thanks." Acuzaa said.

His statement not only shocked and confused our main protagonists, but it also seemed to infuriate Dooku.

"Very well, then. If you won't trade it, perhaps you will be more willing to sell it. Name your price! I can pay anything you ask for!" Dooku declared.

"I'm sure you could. But this card means more to me than any other card or any amount of credits that you can offer. Not because of its power, or because it's so rare, but because this card was given to me by a dear friend." Acuzaa explained.

Dooku's anger seemed to be set aside for a moment as he listened to the elderly Togruta.

"And so I treasure this card as I do that friend." Acuzaa continued. "So parting with it is strictly out of the question!"

And now, Dooku's anger has increased ten fold! But he held it in well as he formulated a plan to get that card.

"You'd feel the same way, even if it was a common card, right grandpa?" Ahsoka asked.

"That's correct, little 'Soka. This card has bonded with my heart; I can't give it up even if I wanted to." Acuzaa replied. "So I'm sorry, mister Dooku, but my final answer is no."

In response to this, Dooku slammed the case closed, and turned to make for the door, taking his cards with him.

"FINE! Senile old fool!" Dooku growled.

Once in his speeder, Dooku began to make his way to the hidden base on Coruscant. But his mind was elsewhere at the moment. He was focused more on what Ahsoka's grandfather had said.

" _Heart of the cards, hmph! These cards are all about power! And I intend to show them that! One way or another, Acuzaa Tano, your Blue-Eyes White Dragon will be mine!"_

* * *

 _ *****Early the Next Morning*****_

* * *

In Dooku's office, two security Droids and one service droid had been called for a mission. Quite unusual, seeing as Battle Droids are the ones who are given missions like these.

"S3-RV, there is something I would like for you to pick up at the game shop." Dooku said to the Droid.

"At once, lord Dooku." S3-RV replied.

A little later that morning at the game shop, we find Acuzaa cleaning up the display windows before he opened for the day. But his mind was not entirely on his work. He was very excited for when his granddaughter got back, as he has a special surprise in store for her.

" _I really hope little 'Soka likes the deck I built. I centered it around one of the most powerful and versatile monsters in the game, and I just know that if anyone can make it work, it's her."_ Acuzaa thought to himself.

He was broken from his musings when the door chime to his store sounded.

"Good morning… hm?"

The bronze colored service droid, S3-RV, walked into the store flanked by two Magna Guard Droids. They were all unarmed, but they were still dangerous enough that one couldn't afford to let their guard down.

"My master, Count Dooku, wishes to challenge you to a game of Duel Monsters. You will accept, and come with us now." S3-RV said.

"And if I were to refuse?" Acuzaa asked.

Even though the droid's face remained expressionless, it was easy to tell that this droid could be quite persuasive.

"I am sorry, good sir, but I am afraid that refusal will not be tolerated."

Acuzaa narrowed his eyes and grabbed both his own Duel Monsters deck, plus the deck he built for Ahsoka. But not before slipping his Blue-Eyes White Dragon into his own deck. He had a feeling he'd be needing it.

" _Count Dooku still doesn't understand the Heart of the Cards. But I'll teach him a lesson he won't soon forget!"_ Acuzaa thought, barring his fangs.

* * *

 _ *****Later that Day*****_

* * *

Ahsoka, Barriss, Anakin, and Padmé were once again flying to the Tano Family Game Shop. Only this time, they were being accompanied by Obi-Wan Kenobi. He too was interested in the Duel Monsters game, and was joining them on their trip so he could pick up the card he ordered.

"Boy, I hope Acuzaa has a bunch of new and powerful cards to choose from." Barriss said in anticipation.

"Me too!" Ahsoka added.

"Indeed. I still have to pick up the card that I ordered." Obi-Wan said.

It wasn't long before they landed and entered the shop.

"Excuse me, Acuzaa? I'm here to get more cards." Barriss called.

But there was no response. In fact, it seems as though the shop was deserted. And that just didn't sit right with our four Jedi and one Senator.

"Acuzaa? Are you here?" Barriss called.

"Grandpa? I'm home." Ahsoka called after.

"That's weird. Maybe he went out." Padmé suggested.

"Perhaps, but then, why would he leave the door unlocked if he wasn't going to be here?" Barriss asked.

Any further questions were halted by the sound of the video comm going off. Since her grandfather wasn't here, Ahsoka decided to answer it and help out the potential customer.

"Hello, Game Shop." Ahsoka answered.

That's when the image of the last person she wanted to see appeared on the Holo display.

"Ah, Padawan Tano, just the lady I wanted to see."

"DOOKU!?"

Indeed, it was once again Dooku. And his voice was laced with hidden malice, along with twice as much arrogance as before. And Ahsoka didn't like that smirk on his face.

"Your grandfather stopped by my office for a visit, but he's not feeling so well. Why don't you come over and pick him up?" Dooku said.

"DOOKU! WHAT HAVE YOU DONE TO MY GRANDPA!?"

But Ahsoka's question was left unanswered as Dooku cut off the communication. Not wanting to waste any time, our group raced out to the speeder, and started flying towards the location of the call. For once, Obi-Wan didn't mind Anakin's reckless driving.

They ended up at a very tall corporate building that had been thought abandoned, but had obviously been converted into a Separatist hideout. They were surprised to find no resistance when they entered and made their way to the elevator. This meant one of two things.

Either Dooku was expecting them, or this was just another trap.

But once they made it to the top floor, our heroes and heroines were shocked and scared by the sight of Acuzaa on the ground in defeat.

"GRANDPA!" Ahsoka cried, running up to Acuzaa. "What happened!? Are you okay?"

"Ahsoka… I'm sorry… I failed…! I tried to teach Dooku a lesson about the Heart of the Cards, but I lost!" Acuzaa managed to say.

He cringed in pain again, and lost his balance as he tried to get up.

"Grandpa…!"

"How is the old Togruta doing?" Dooku asked in a mocking manner as he walked out of the room.

"Dooku, you sleemo, what did you do to him?" Barriss demanded.

"We had a duel, that's all. With each of us putting up our most valuable card as the prize. But I guess dueling against a superior Duelist such as me was just too much stimulation for the old fool." Dooku mocked.

Padmé pulled out her Blaster in anger, and pointed it at the Sith Lord.

"You monster! How could you do such a thing to an innocent civilian?" Padmé demanded in anger.

But Dooku wasn't at all fazed by the Senator's anger.

"It was a fair wager. And look at the wondrous prize that I received." Dooku said, holding up… the Blue-Eyes White Dragon!

The others gasped in horror at what had been shown to them. But none were more horrified at this than Ahsoka.

"Grandpa's most treasured card!" Ahsoka cried in shock.

The Sith Lord merely chuckled as he slipped the card into his deck, determined to make a statement about his power to any and all challengers.

"Indeed. The Blue-Eyes White Dragon is a rare and powerful card; and this one will never be used against me!" Dooku declared.

"My Blue-Eyes White Dragon…! My… My treasure…!" Acuzaa gasped.

But he was barely holding onto consciousness as it was, and clutched his chest where his heart would be, grunting in pain as he did. A combination of actions that caused the younger Togruta to worry even more.

"Grandpa! Please, don't move too much." Ahsoka said before glaring at Dooku with tears in her eyes. "WHY WOULD YOU DO SUCH A THING!? WHAT DID MY GRANDPA EVER DO TO DESERVE THIS!?"

"Ahsoka… here. Take this." Acuzaa instructed, holding up a deck of Duel Monster cards in his trembling hand.

"Grandpa…?" Ahsoka asked, confused.

"I built this deck for you. I put my heart and soul in these cards. And I taught you everything I know, little 'Soka. Take them, little 'Soka; take my cards, and teach him respect! Teach Dooku respect for the Heart of the Cards, Ahsoka!" Acuzaa pleaded.

"But Grandpa, you need help! I've got to get you to the Jedi healers!" Ahsoka said, attempting to reason with her grandfather.

However, it would appear as though Dooku wasn't going to allow Ahsoka to run from this challenge.

"And here I thought the Jedi were fearless warriors." Dooku taunted. "Your friends can look after your grandfather while you and I duel."

Ahsoka growled at the Sith Lord, her predatory instincts threatening to take control. She wanted to get her grandpa help, but this stupid Sith had her caught between a rock and a hard place. Metaphorically speaking, of course. What could she possibly do in this situation?

"Take him down, Snips!"

Ahsoka looked at her master in shock. Had Anakin really just said that?

"We will call additional Jedi healers and take care of your grandpa, while you take care of " Count Doo Doo" over there. Teach that disrespectful Sith a lesson he won't soon forget!" Barriss encouraged.

"For your grandpa, Ahsoka!" Padmé added.

"I don't know… I'm not sure that I can beat him." Ahsoka said, unsure of herself.

Now, it was Obi-Wan's turn to throw in his two cents.

"Ahsoka, have more faith in yourself. You are the best player I know, AND you have the Millennium Puzzle. You can do it, Ahsoka! I know you can!"

"We all do, Snips!" Anakin added.

With her confidence restored, Ahsoka nodded in acceptance and took the deck from her grandpa.

"Okay, I'll do it!" Ahsoka declared.

"I know you will, little one." Acuzaa replied.

Before Ahsoka could go and duel Dooku, she was stopped by Padmé. The senator of Naboo had taken out a dark blue magic marker, and had a warm smile on her face.

"Everyone, remove one of your gloves and put your hand out; and I'll mark us with a special sign." Padmé said.

While a bit confused, the others did as instructed. When Padmé was done, it was revealed that they each now had part of the Republic Phoenix symbol on the back of their hands. And it was very confusing to them.

"What's the deal with this mark, senator?" Anakin asked.

"It's a symbol of our friendship. So that whenever one of us is dueling, we'll always know that the others are there for us." Padmé explained.

Soon, Jedi councilwoman Shaak Ti, had arrived on the scene while Ahsoka went off to duel against count Dooku. She knelt down next to Acuzaa and began to scan him using the Force.

"Barriss, we'll take care of Acuzaa. Why don't you go in there and cheer Snips on." Anakin instructed.

"Yes, master Skywalker!" Barriss complied.

* * *

 _ *****With Ahsoka and Dooku*****_

* * *

The two duelists were now standing on two mechanical podiums in a stadium of some sort. The inside of the stadium was a green colored screen that had white grids resembling a Duel Monsters gameboard.

"Kaiba Corporation designed this duel arena to make the game a bit more… enjoyable. We each start with two thousand Life Points, and the first to hit zero loses." Dooku explained as the arena flared to life. "Now then, are you ready to play, Padawan?"

"Playtime is OVER, Dooku!" Ahsoka declared.

No sooner had she said that did something strange happen. The Millennium Puzzle began to glow with an intense golden light that engulfed Ahsoka in a pillar of light. Egyptian hieroglyphics appeared in the ground as the transformation continued. The light soon died down to reveal Ahsoka; but she had changed.

She was about a foot and a half taller with longer lekku and montrals, and her eyes were now almond shaped. As a matter of fact, she now looked older and wiser than before. When the light completely died down, Ahsoka opened her eyes to reveal that they had turned from a deep blue to an Amethyst purple color.

"What kind of sorcery…?" Dooku asked in shock.

"Ha! I hope you're ready, Dooku, because it's time to duel!" Ahsoka declared with a more mature voice.

Although this new development threw Dooku off his game for a moment, he quickly regained composure as they both drew five cards.

"Hmph! I will show you what happens when you challenge a champion, such as myself!" Dooku declared.

He drew a card and looked at it, then chose to play it in face up Attack Mode.

"I will attack with the mighty Warrior of Zera! Brace yourself, Padawan, for you have never dueled like THIS before!"

And he was right. A square on Dooku's side of the field lit up, and something materialized from the ground up. It was a male humanoid monster with light red skin, and yellow eyes. He was wearing green armor on his forearms, upper body, blue pants with a big yellow buckle, and a helmet with red horns on the sides. His weapon of choice was a black broadsword with a cyan blue hilt that resembled a Dragon's head.

 _ **(Warrior of Zera; Attack: 1600)**_

Ahsoka recoiled back in shock and surprise. This has never happened in the history of Duel Monsters! Not to her knowledge, at least.

"He's brought the monster on the card to life!" Ahsoka gasped.

"That's correct. This new dueling system developed by Kaiba Corporation creates a realistic hologram of the monsters, magic, and trap cards to make the game more real." Dooku explained.

Ahsoka growled and narrowed her eyes at the sleemo standing before her.

" _So THIS is how he beat grandpa!"_

"Well, are you going to make your move?" Dooku asked mockingly.

"You want me to move? Well, then I'll move, Dooku! I play Red-Eyes Wyvern in Attack Mode!"

On Ahsoka's side of the field, a dragon type monster appeared. It looked like a smaller, less powerful version of the Red-Eyes Black Dragon. It had a more metallic brown colored armored hide, and in place of arms were its wings. It had a single horn on the back of its head, and stood on its hind legs. The monster released a screech as it fully materialized on the field.

 _ **(Red-Eyes Wyvern; Attack: 1800)**_

Barriss ran into the room, and gasped in surprise at what she was seeing.

"WHAT THE!? MONSTERS!? HOW IS THIS POSSIBLE!?" Barriss asked herself in shock.

Without warning, the Warrior of Zera charged at Red-Eyes Wyvern, fully intent on running the Dragon through with his sword. But Ahsoka was ready for such an attack.

" **Poison Fire attack!"** Ahsoka commanded.

In response, the Red-Eyes Wyvern unleashed a stream of purplish-red fire at Warrior of Zera. The humanoid monster was no match for the poisonous fire coming from the mouth of this Dragon, and groaned in pain as his flesh began to corrode from his bones. Dooku grunted as he felt the heat from the flames and his monster exploded before disappearing.

 _ **(Dooku's LP: 2000 - 1800)**_

" **Master, are you okay?"** asked Dooku's apprentice, Asajj Ventress.

" **Alright! Way to go, Ahsoka!"** Barriss cheered.

Even Dooku smirked at this. He thought he might get a challenge from Ahsoka, and it appeared as though he was correct in that regard. A Red-Eyes Black Dragon deck was definitely a rare find. And it gave him an idea.

"Ah, a very good move on your part, Padawan." Dooku complimented as he drew a card. "But we shall see if you can handle this card!"

The virtual reality system hummed as a new monster of the warrior type appeared on Dooku's side of the field. It resembled a middle aged human male with short blonde hair, tan skin, and squinty eyes. He was wearing silver armor reminiscent of a knight, a billowing red cape, and twin broadswords.

 _ **(Attack: 1200)**_

"The Marauding Captain? But that monster's nowhere near strong enough to destroy my wyvern." Ahsoka said to herself.

"True, he may not be strong enough right now." Dooku admitted as he played a card with a green background. "But if I combine him with this…"

"A Magic Card!" Ahsoka gasped.

"That's correct. The Lucky Iron Axe is an equipment Magic Card that boosts my Marauding Captain's attack power by five hundred points." Dooku explained. "But since that won't be enough, I'll equip my Marauding Captain with another Lucky Iron Axe."

Suddenly, Marauding Captain's swords were replaced by two wooden axes with blades made of iron, and his power increased, making him stronger than the Red-Eyes Wyvern.

 _ **(Marauding Captain; Attack: 1200 - 2200)**_

"Now, Marauding Captain, attack with Twin Axe Strike!"

The warrior monster charged at Ahsoka's Wyvern with his Axes raised, and slashed the monster in half right at the waist! He was also beheaded to add insult to injury, before he shattered as he was sent to the Graveyard.

 _ **(Ahsoka's LP: 2000 - 1600)**_

"Now, do you see, Padawan? Your pathetic Heart of the Cards shall not prevail! Now make your move!"

Ahsoka growled as she began to try and form a new strategy.

" _He's good. He knows all of the in's and out's of this game. But I have to believe in my grandpa's deck! I have to hope that it has some sort of hidden strategy."_ Ahsoka thought to herself.

She drew a card, but she was confused by it. It was a Monster Card that was nothing more than a black stone in a pool of lava with a red gemstone in its core. What perplexed her was the fact that it had zero Attack Points, and zero Defense Points.

" _This card has an excellent special effect, but I don't have the right cards to use it yet. I'll have to play a different monster; in Defense Mode. The monster will be sacrificed, but my overall Life Points will be safe."_ Ahsoka thought to herself.

She placed a monster card face down and sideways on the field, and Dooku attacked once again.

" **Twin Axe Strike!"**

Marauding Captain attacked once again, and sent another Red-Eyes Wyvern to the Graveyard. But good thing for Ahsoka, she has a friend who will always be there for her.

" **HANG IN THERE, AHSOKA!"** Barriss urged.

With the next two turns, Dooku had managed to destroy Ahsoka's Black Metal Dragon, and one of her Red-Eyes Retro Dragon's. And the situation was beginning to become even more desperate.

" _Grrr, what can I do? So far, my monsters have been unable to destroy that Marauder."_ Ahsoka thought to herself.

* * *

 _ *****With the Others*****_

* * *

Shaak Ti has been working her absolute hardest to try and keep Acuzaa alive. His breathing was steadily growing shallower. Padmé held the elderly Togruta's hand, trying to help him pull through for Ahsoka, but the situation wasn't looking good.

"Don't give up… Ahsoka…!" Acuzaa breathed.

* * *

 _ *****Back with Ahsoka*****_

* * *

Having felt Acuzaa's plea, Ahsoka's vigor was renewed as she got ready to draw her next card.

"I can't quit! For my grandpa, I must prevail! I believe in my deck!" Ahsoka declared.

She drew a card from her deck and took a look at it. Seeing that it was a card she could use, Ahsoka grinned. This card might just be her saving grace.

"And that faith rewards me with Red-Eyes Archfiend of Lightning; with the destructive power of twenty five hundred!"

On Ahsoka's side of the field, a new monster that looked like an Archfiend style fusion of Red-Eyes Black Dragon and Summoned Skull arose. He growled menacingly at his enemy, almost as if he knew what Dooku had done to Ahsoka's grandfather.

 _ **(Red-Eyes Archfiend of Lightning; Attack: 2500)**_

Dooku grimaced, as he knew what would come next. The Archfiend reared back his clawed hand, and landed an electrified punch on the Marauding Captain. His superior attack power was enough to destroy the archaic soldier before him, and sent the Marauding Captain to the Graveyard.

 _ **(Dooku's LP: 1800 - 1500)**_

" **Woo hoo! Take him down, Ahsoka!"** Barriss cheered.

"Hmph. So you have a slight lead in Life Points. But you won't be laughing for long!" Dooku declared.

He drew a card from his deck, and smirked cruelly as he saw the card that he drew.

" _This will be the perfect way to both crush Tano's spirit, and prove my power! But why not make it all the sweeter?"_ Dooku thought to himself. Out loud he said, "Padawan, I would like to make a small wager; a deal, if you would. Should you win, I shall return to you Acuzaa Tano's Blue-Eyes White Dragon card."

Ahsoka gasped and her eyes widened a bit. Why would he offer the card that he had tried so hard to get? Unless there was some ulterior motive to this.

"And what will happen should you win the duel?" Ahsoka asked.

That smirk the Sith Lord gave was in no way comforting to the young Togruta.

"If I win, then you must turn over the rarest card in your deck… and become my second apprentice." Dooku replied.

Ahsoka gasped in horror! This kind of deal was ludicrous! Was her grandpa's card really worth being turned to the Dark Side if she lost? Even Barriss knew that accepting such an offer was not a good thing.

" **DON'T ACCEPT, AHSOKA! IT'S NOT WORTH IT!"**

Our young heroine gritted her teeth, and growled as her features became more feral. As much as she hated this, there seemed to be no way out of this situation. Not without losing by default, at least.

"You leave me no choice, Dooku. I accept those terms." Ahsoka reluctantly said. "But you had best keep your end of the deal if I win!"

"Why, of course. I am a man of my word, and should you somehow manage to defeat me in this duel, I'll happily do you the favor of returning your Grandfather's card." Dooku replied. "And while I'm at it, I think I will also make it my weapon of choice! COME FORTH, BLUE-EYES WHITE DRAGON!"

It was a nightmare come to life for Ahsoka. Her own grandfather's strongest monster being used in a duel against her! And boy, does the Blue-Eyes White Dragon look absolutely pissed off! It roared as it came to life, and stared down at Ahsoka's Archfiend.

 _ **(Blue-Eyes White Dragon; Attack: 3000)**_

"Now, my pet, attack with White Lightning!" Dooku commanded.

The dragon roared again as it opened its mouth, and fired a beam of white light at Red-Eyes Archfiend of Lightning. The poor beast stood no chance as it was obliterated from the field, taking more of Ahsoka's Life Points with it.

 _ **(Ahsoka's LP: 1600 - 1100)**_

Ahsoka grunted as she knew that this would be even more difficult than before. There were very few monsters that could stand up to the might of the Blue-Eyes White Dragon. And each time she played a defense position monster such as Red-Eyes Black Chick, or Red-Eyes Retro Dragon, the Blue-Eyes White Dragon would just destroy it.

"Now, do you understand? Very soon, you will be my newest apprentice in the dark arts of the Sith!" Dooku declared.

"We'll see about that, Dooku!" Ahsoka said as she drew a card.

She gasped as she saw what it was.

" _A Magic Card!"_ Ahsoka thought to herself. Out loud, she said "I play Swords of Revealing Light! This card stops my opponent's monsters for three full turns!"

As soon as the card was activated, a row of swords made out of golden light descended from the heavens, and stabbed themselves into the arena. Their magic paralyzed the Blue-Eyes White Dragon, and stopped it from attacking.

"I'll place this card face down, and end my turn by summoning my Red-Eyes Black Dragon in attack Mode!" Ahsoka declared.

You heard right, people! Ahsoka has just summoned one of the strongest Dragons in her deck. It was a slim Dragon with a jagged, black armored hide, piercing blood red eyes, spikes jutting out of his back, three claws on each hand and foot, four backward facing spikes sticking out of his head, and a sharp beak filled with needle sharp teeth.

Red-Eyes screeched as he glared at the Dragon that is his centuries long rival, but didn't do anything unless he was commanded to do so.

 _ **(Red-Eyes Black Dragon; Attack: 2400)**_

Barriss stared in amazement at the beast. She'd heard stories about the Red-Eyes Black Dragon, and knew that its power was on par with that of the Blue-Eyes White Dragon. That had to be the best card in Ahsoka's deck! Or one of them, at least.

But Dooku wasn't at all fazed.

"Ah, poor Padawan. If you think that you can defeat me using that feeble monster, I'm afraid you're sorely mistaken." Dooku taunted. "What good will a three turn delay do for you?"

Ahsoka gritted her teeth as she looked at the cards in her hand. As much as she hated to admit it…

" _He's right. What do I do? None of the cards in my hand have the power to defeat the Blue-Eyes White Dragon. How can I possibly pull out a win if I don't have any monsters with enough power?"_

That's when Ahsoka heard a voice that was very familiar to her.

" _For someone claiming to have faith, you're giving up too easily."_

Ahsoka closed her eyes, and saw that it was a mental apparition of her grandpa, Acuzaa. And he seemed to have some much needed advice.

" _Listen, sometimes what a card lacks in power, it makes up for in versatility. You need to learn how to best utilize their abilities. They are sort of like a puzzle. You need to put each piece their proper place."_ Acuzaa explained.

" _Oh, like the Millennium Puzzle?"_ Ahsoka asked.

" _Exactly. Each piece creates a greater entity."_ Acuzaa replied.

Just as Ahsoka was about to try and get more information, the mental apparition if Acuzaa began to fade from existence.

" _GRANDPA!"_

" _Like the pieces of a puzzle, little 'Soka. Remember…!"_

" _Puzzle? When are the cards like a puzzle aside from trying to summon Exodia?"_ Ahsoka asked herself. " _Wait, grandpa once said…"_

* * *

 _ *****Flashback Start*****_

* * *

 _Eleven year old Ahsoka Tano was sitting in front of her grandpa as he explained a recently created style of summoning in Duel Monsters. One that could even rival that of Synchro Summoning._

" _In Duel Monsters, there is an even greater dragon that is a near unstoppable form of the Red-Eyes Black Dragon; the Red-Eyes Flare Metal Dragon. But he can only be called upon through the use of XYZ Summoning." Acuzaa explained._

" _Have you ever summoned him, grandpa?" Little 'Soka asked._

 _Acuzaa chuckled at the question. While he has performed at least a few XYZ Summons in his days as a duelist, he's never been able to bring about the Red-Eyes Flare Metal Dragon. Although, he does possess the only copy of it in the world, but his granddaughter didn't need to know that yet._

" _Unfortunately, there is only one Red-Eyes Flare Metal Dragon in existence. And as such, to this day, no one has ever been able to summon him."_

* * *

 _ *****Flashback End*****_

* * *

"Enough of your stalling! Make your move, or you forfeit the match!" Dooku demanded.

"I never forfeit!" Ahsoka declared.

She drew another card, and was pleased with the results. It was another piece of the puzzle that she needed to solve.

"I choose to summon my Red-Eyes Flare Dragon, in Attack Mode!"

The arena hummed as a new Dragon was brought to the field. It looked very similar to the Red-Eyes Black Dragon, only this one had flames burning from its wings, and a second set of smaller wings growing from its arms.

 _ **(Red-Eyes Flare Dragon; Attack: 2400)**_

Dooku merely laughed at the appearance of this beast. This Dragon's attack power was only as high as the original Red-Eyes Black Dragon. It was still no match for his Blue-Eyes White Dragon.

"Hm, a risky move. But still foolish. My Dragon may be unable to attack for two more turns, but my next monster is under no such spell!" Dooku declared. "Face the wrath of my Gilford of Legend; with an attack power of twenty six hundred!"

A masculine warrior monster with long red hair, black and brown leather armor, and a crusader's sword appeared on the field, and was ready to attack at a moment's notice.

 _ **(Gilford of Legend; Attack: 2600)**_

And attack, he did. But just as the knight was about to strike, he was ensnared in a magical circle that was keeping him from attacking! Now this caught the Sith Lord's attention quite easily.

" **What? What is this!?"**

"Sorry, Dooku, but when your monster attacked, he activated the trap card that I had on the field. Spellbinding Circle; as long as it remains on the field, your monster remains frozen and unable to attack!" Ahsoka said.

Dooku gritted his teeth, but quickly calmed down. This was only a minor setback. He just had to wait until the swords disappeared. Then the Blue-Eyes White Dragon will be free to attack, and Ahsoka won't be able to stop him.

"Very well then. Play your last pathetic card, so that I may end this, Padawan." Dooku urged.

Ahsoka merely smirked, and drew a card before pulling a card from her extra deck. She now understood why her grandfather had entrusted such a deck to her.

"The deck grandpa made for me has no pathetic cards, Dooku. But it does contain…"

Ahsoka held up her weapon of choice, and revealed it to the Sith Lord before her.

"...The all powerful Red-Eyes Flare Metal Dragon!"

" **AAAH! IMPOSSIBLE!"** Dooku cried out in shock.

"And now, by using my Red-Eyes Black Dragon and my Red-Eyes Flare Dragon as XYZ Materials, I XYZ Summon my ultimate trump card! MIGHTY BEAST OF FIRE AND METAL, PLEASE HEED MY CRY! AWAKEN FROM THY SLUMBER, FOR THE TIME IS NIGH!"

As Ahsoka chanted the words to awaken her monster, the two monsters she had on the field turned into balls of purplish-black light and flew up into a swirling vortex. From this vortex emerged a creature so fearsome, so powerful, so mindbogglingly menacing, that Barriss, Ventress, and Dooku nearly fainted where they stood.

" **NOW ARISE FROM THE ASHES AND BREAK THE SEAL! BEINGS OF DARKNESS, BEGONE! EMERGE RED-EYES FLARE METAL DRAGON!"**

The Dragon roared as it landed on the field, a truly marvelous sight that had even the Blue-Eyes White Dragon trembling in fear. It resembled the Red-Eyes Flare Dragon that had been turned into a machine. It was made of gleaming reinforced black steel armor with sharp spikes all along its tail, and a small flame at the end of the tail. Circling around it in an electron-like orbit were the XYZ Material Monsters that were used to summon it.

 _ **(Red-Eyes Flare Metal Dragon; Attack: 2800)**_

"Red-Eyes Flare Metal Dragon! It's not possible! To think that Acuzaa had a card like THAT in his possession!" Dooku said in disbelief.

"That's right. And I'm about to increase my Dragon's power even more, thanks to these two Magic Cards. I equip my Red-Eyes Flare Metal Dragon with my Horn of the Unicorn, and my Dragon Nails cards! Their combined magic boosts my Dragon's attack points by an additional thirteen hundred points, while his defense power is boosted by seven hundred!" Ahsoka said.

 _ **(Red-Eyes Flare Metal Dragon; Attack: 2800 - 4100; Defense: 2400 - 3100)**_

The Dragon began to gather fire within its mouth, and set its sights on the immobilized Gilford of Legend. This duel was going to end one way or another!

"Red-Eyes Flare Metal Dragon, obliterate his Gilford of Legend! GO WITH RAGING CHROME INFERNO!" Ahsoka commanded.

Red-Eyes Flare Metal Dragon reared back its head, and launched a huge torrent of crimson red fire at the knight. This destroyed not only Gilford, but surprisingly, even the Blue-Eyes White Dragon. Dooku screamed in pain and rage as he too felt his Life Points run out from the sheer power of this mighty beast.

 _ **(Dooku's LP: 1500 - 0)**_

" **SHE DID IT, SHE DID IT, SHE DID IT! WOO! THAT'S MY BEST FRIEND!"** Barriss cheered wildly.

"This CAN'T be! My master NEVER loses!" Ventress said in denial.

Back with our two duelists, Ahsoka had taken her grandpa's card back using the Force, and was now talking to Dooku about how he lost.

"You only fight for power, Count Dooku, and that is why you lost. But if you put your heart in the game, there is nothing you can't do." Ahsoka lectured.

"No… it can't be…! How could I have lost to her!?" Dooku said in a state of denial.

Suddenly, Ahsoka thrust her arm out at Dooku with her palm open and the same eye that was on her Millennium Puzzle appeared in the center of her forehead.

"Darth Tyranus, if you really want to know… **OPEN YOUR MIND!"**

Dooku suddenly gained a blank look in his eyes as they flashed from their sickly yellow color back to the deep blue that they were when he was a Jedi. He groaned as he dropped to his knees.

"There, maybe now you will begin to see." Ahsoka said.

* * *

 _ *****With Acuzaa and the Others*****_

* * *

Shaak was still working very hard in her efforts to keep Acuzaa alive. So far, he was stable, but he seemed to have slipped into a comatose state. They didn't know if he would make it or not, but were determined to keep him alive. For Ahsoka's sake.

That's when a miracle happened. Acuzaa opened his eyes, groaning as he awakened.

"Acuzaa's awake!" Padmé exclaimed, joy clear in her voice.

"Mister Tano, how are you feeling? Are you alright?" Shaak asked.

Rather than answer his fellow Togruta's questions, he just uttered two words. Two very, very important words.

"Ahsoka won…!"

* * *

 _ *****In an Unknown Area*****_

* * *

"Mister Pegasus, sir, our undisputed champion, Count Dooku, he's been defeated in a duel, sir. By someone named… Ahsoka Tano." informed a male security droid.

A mysterious figure with long, silver hair, wearing a red suit hummed in interest at this news. And what's this? His left eye is made entirely out of gold and looks just like… the eye on Ahsoka's Millennium Puzzle!

* * *

 _ **I hope you guys like this story, because I put a TON of effort into this chapter! And Ahsoka's deck is actually a Red-Eyes themed deck that I built myself. But so you know, this story follows the rules of Duelist Kingdom (meaning NO direct attacks at opposing duelists!) Also, XYZ and Synchro Summons will be very rare in this story, and only select few characters will have XYZ or Synchro Monsters.**_

 _ **Now please Fav, Follow, and review this story! You know I appreciate all constructive feedback!**_


	2. Chapter 2

_**Ahsoka's Duelist Kingdom Deck**_

 _Monster Cards_

 _ **Red-Eyes Black Dragon x3**_

 _ **Red-Eyes Wyvern x2**_

 _ **Red-Eyes Retro Dragon x3**_

 _ **Black Metal Dragon x2**_

 _ **Keeper of the Shrine x3**_

 _ **Red-Eyes Archfiend of Lightning**_

 _ **Red-Eyes Black Flare Dragon**_

 _ **Malefic Red-Eyes Black Dragon**_

 _ **Red-Eyes Darkness Dragon**_

 _ **Red-Eyes Darkness Metal Dragon**_

 _ **The Black Stone of Legend x3**_

 _ **Red-Eyes Black Chick**_

 _ **Lord of the Red**_

 _ **Paladin of Dark Dragon**_

 _Spell Cards_

 _ **Dark Dragon Ritual**_

 _ **Red-Eyes Transmigration**_

 _ **Horn of the Unicorn**_

 _ **Dragon Nails**_

 _ **Swords of Revealing Light**_

 _ **Mausoleum of the Emperor**_

 _ **Cards of the Red Stone**_

 _ **Inferno Fire Blast**_

 _ **Red-Eyes Fusion**_

 _ **The Claw of Hermos**_

 _Trap Cards_

 _ **Return of the Red-Eyes x3**_

 _ **Red-Eyes Spirit x2**_

 _ **Red-Eyes Burn**_

 _ **Spellbinding Circle**_

 _ **Sakuretsu Armor**_

 _ **Negate Attack**_

 _ **Mirror Force**_

 _Ahsoka's Extra Deck_

 _ **Archfiend Black Skull Dragon**_

 _ **Red-Eyes Black Dragon Sword**_

 _ **Red-Eyes Flare Metal Dragon**_

* * *

 _ *****I still don't own Star Wars: The Clone Wars, or Yu-Gi-Oh! Wish I did, though. Then Barriss wouldn't have betrayed Ahsoka like she did!*****_

* * *

 _ **The Gauntlet is Thrown**_

* * *

It has been a week since that fateful duel with Dooku, and things had calmed down relatively fast. Acuzaa was very proud of Ahsoka for teaching Dooku a lesson about the Heart of the Cards, and was just as happy to have his Blue-Eyes White Dragon back.

When Ahsoka tried to return the Red-Eyes deck to her grandpa, he just gently gave the deck back to her and told her to keep it. He explained to her that he built it as a gift for her, so that she could one day become an even greater duelist than anyone before her.

Knowing she wouldn't win that argument with her grandfather, she just accepted the cards and thanked Acuzaa.

And now, we find ourselves back in the Jedi Temple where Barriss is currently dueling Padmé. Barriss was down to two hundred Life Points, while Padmé still has all of hers. Only this time, Barriss was trying out a new deck that she had built out of Warrior Type and Rock Type monsters.

"Come on, Barriss, make your move already!" Anakin said impatiently.

"Very well, then. We shall see how the senator likes the power of my Fossil DNA Pachycephalo!" Barriss declared.

The olive green skinned Padawan played an Effect Monster that looked like a charging, fossilized skeleton of a Pachycephalosaurus. It's attack points were twelve hundred, while it had thirteen hundred points of defense power.

Padmé hummed in thought, before playing her favorite card. The Winged Kuriboh; basically a Kuriboh that grew little white angel wings. But it only has three hundred attack points. Why would she play that card?

"I thought you knew better, Padmé. Your puny Winged Kuriboh is no match for my Pachycephalo. Give up while you still can!" Barriss said with a smug grin.

"I guess I don't stand a chance, unless I use…" Padmé played a magic card. "...The Breath of Light card."

"What? Is that allowed?" Barriss asked.

Ahsoka smiled, ready to burst the bubble of her longtime friend. Even though she took no pride in it.

"Oh yeah! The Breath of Light wears down rock monsters; reducing them to rubble!" Ahsoka explained.

After her explanation, an image of Barriss' monster being literally blown away entered the Mirialan's mind. Her face was one of pure disbelief and humiliation with a twitchy eye, while it was now Padmé's turn to be the smug one.

"And so, your Life Points drop to zero. Once again, you lose and I rock!" Padmé gloated, intentionally using the pun.

"I don't know why you even try, Barriss. You just flat out stink at this game!" Anakin said, throwing salt in her woulds. That was a metaphor, so's you know.

Barriss just dropped her cards on the table, and groaned in defeat.

Later that day, Ahsoka and Barriss were just hanging around in one of the empty training rooms. Barriss was in a bit of a funk due to her inability to pull out a win with the decks she builds. It was a discomforting situation, to say the least.

"Master Skywalker is right. Maybe I do stink at this game." said a sulking Barriss. "Why is that? What am I doing wrong, Ahsoka?"

For her part, Ahsoka sympathized with her green friend. After all, our young Togruta protagonist wasn't always an expert at Duel Monsters, so she knows where Barriss is coming from. But maybe there's a way that she can help.

"Well, for starters, we should take a look at your deck." Ahsoka said.

"Oh? Well, if you say so." Barriss said, taking her deck out of her pocket. "Here you go."

"Thanks."

Ahsoka began to skim through Barriss' deck, determined to find out what the problem with it was. She narrowed her eyes as she already figured out the problem. She saw cards like Axe Raider, Kamori Dragon, a regular Kuriboh, Panther Warrior, and even a Basic Insect card. But where are all of the Magic and Trap Cards?

"It's quite a powerhouse of a deck, is it not?" Barriss asked, proud of her deck.

At least until Ahsoka decided to burst her bubble.

"No one could win with these! Barriss, your deck is filled with nothing but Monster Cards." Ahsoka said, astonished that her friend would construct such a pitiful deck.

But Barriss didn't seem to see a problem with her deck.

"You are correct, Ahsoka. I compiled it of every powerful monster I could get my hands on." Barriss said, pride lacing her voice.

"But that's not how the game works! Duel Monsters is about combining your Magic Cards with your Monsters to give them an edge in battle. Then there's the matter of using Trap Cards to protect your Monsters from enemy attacks." Ahsoka explained. "With no Magic or Traps in your deck, you'll end up creamed every time."

Barriss gasped in surprise. NOW she understands what she did wrong when building her deck. She immediately grabbed her friend by the shoulders, and began to shake her back and forth.

"YOU SEE!? THOSE ARE THE KIND OF THINGS THAT I NEED TO KNOW! PLEASE, AHSOKA! TEACH ME! TEACH ME HOW TO TRULY PLAY THIS GAME!" Barriss begged.

Ahsoka was stunned. She'd never seen her friend this desperate before. Unfortunately, she can't really teach Barriss how to be a better duelist. But she did know someone else who can.

* * *

 _ *****Later that Afternoon*****_

* * *

Ahsoka and Barriss were taking a speeder to the Tano Family Game Shop, and it seems like Ahsoka has a perfectly valid reason as to why.

"My grandpa's the real Duel Monsters expert in the family. If anyone can teach you, it's him." Ahsoka explained.

The two Padawans walked into the Game Shop and saw Acuzaa putting up a poster for a Duel Monsters Tournament on the wall. He was engrossed in his work, but not so much that he didn't hear the door chime, or Ahsoka's next words.

"Hey, grandpa, I've brought you a new student."

"Hm? Student?" Acuzaa asked, his interest piqued.

"I was hoping that since you know so much about Duel Monsters, perhaps you could teach me." Barriss explained.

"Teach you?" Acuzaa asked, stepping off of the stool he was using. "Duel Monsters is a very complicated game."

Barriss chuckled and scratched the back of her head in a sheepish manner. All of Acuzaa's words struck home big time.

"I know what you mean. Padmé beat me three times in a row." Barriss confessed.

"Actually, Padmé beat you seven times in a row." Ahsoka corrected.

"SEVEN!? I knew I was bad, but come on!"

That's when the tournament poster caught the Padawan's eye. The poster had a picture of the Black Luster Soldier taking on the Harpie's Pet Dragon. Ahsoka and her grandfather looked at the poster, instantly realizing how good at this game Barriss wanted to become.

"Yes, I can teach you to become a great tournament duelist." Acuzaa said. But he soon went into what Ahsoka had long since dubbed lecture mode. "But only if you are willing to endure endless days and sleepless nights filled with rigorous training."

"I already go through such training as a Jedi, so this should be no trouble at all." Barriss replied.

Acuzaa merely narrowed his eyes. He had no doubt in his mind that Barriss could keep up with his training, but he had to be sure. Togruta are a natural warrior race, and as such don't take on quitters or slackers for apprentices, no matter what they're training for.

"With an attitude like that, teaching you might not be worth my time!" Acuzaa growled.

Barriss recoiled back in shock and fear.

"Way to open your big mouth, green bean!" Ahsoka snarked.

Barriss suddenly knelt down on her hands and knees, and bowed as low as she could. A true sign of respect and desperation.

"AHSOKA, PLEASE HELP ME CONVINCE HIM! I WILL WORK HARD! I SWEAR ON THE FORCE!" Barriss begged.

"Listen, Barriss, teaching you Duel Monsters is too big a challenge; even for my grandpa." Ahsoka said, baiting her grandpa.

And from the looks of it, he's gonna take it.

"It's not… impossible." Acuzaa admitted.

This caused Barriss to look up, hope entering her eyes.

"Do you mean it? You'll help?" Barriss asked.

"Barriss, he already said that he can't do it. And if he can't do it, he can't do it." Ahsoka said.

From the look on Acuzaa's face, I'd say it's hook, line and sinker. He finally took the bait, ladies and germs.

"I never said I couldn't do it." Acuzaa retorted. "But if I agree to teach you, Padawan Offee, you must promise to work hard!"

"I will! I swear it!" Barriss promised.

"Good, then your first lesson begins immediately. But be warned, under my tutelage, you will learn!" Acuzaa declared, cracking his knuckles. "Now, can you name the most powerful Duel Monster?"

"Uhh, no." Barriss admitted.

"Can you name the weakest?" Acuzaa asked.

"No…" was Barriss' response.

"You DO know what a Trap Card is, right?" Acuzaa asked.

"Perhaps… I have no idea."

This could take awhile, folks. As I can see that the elderly Togruta is going to have his hands full teaching Barriss. Which begs the question; where on Coruscant is Luminara Unduli during all of this? I ask you!

* * *

 _ *****A Few Weeks Later*****_

* * *

"Ladies and gentlemen, duelists of all ages, welcome back to the Duel Monsters Regional Championship Tournament! Of the two hundred dueling competitors, only two duelists remain in the competition. First up is the Dino Duelist, Rex Raptor. And his opponent is none other than Weevil Underwood the Bug Brawler."

Watching the tournament at Ahsoka's home away from the temple, our young Togruta protagonist and her friends were waiting in anticipation for the champion to be decided. Although, Barriss was pretty sore about who was competing.

"Bug brains versus dinosaur breath? That's a terrible matchup! That should've been me up there!" Barriss complained.

"I know you've been training for weeks, Barriss, but those guys are in a whole other league. You're just not ready yet." Padmé said.

"Oh, sure, rub it in." Barriss snarked.

"On top of that, you're so tired you can't keep your eyes open for longer than a few minutes." Ahsoka added. "I think grandpa's training has been too much for her."

It's true. Acuzaa's lessons have been quite taxing on our young duelist. So much so, that she can barely keep herself awake during her Jedi training sessions. Even now, Barriss just can't keep her eyes open. But even so…

* * *

 _ *****Flashback Start*****_

* * *

 _It was three o'clock in the morning when we find Barriss shuffling a Duel Monsters deck that Acuzaa had provided her with. It was an Elemental Hero themed deck that was quite powerful in its own right. However, Barriss soon set the deck down with a thoughtful look on her face. A look that didn't go unnoticed by Acuzaa._

" _Is something wrong, Barriss?" Acuzaa asked._

" _It's this deck. No offense, Acuzaa, but Elemental Heroes just don't seem to work for me." Barriss explained._

 _Acuzaa hummed in thought. He understood where Barriss was coming from. A duelist often forms a bond with the deck that they construct themselves, and he should know. He's built many a deck in his time as a duelist. And each time, that deck has bonded with his heart._

" _I understand where you are coming from, Barriss." Acuzaa said. "Why don't you go back to the temple and get some rest. I'll help you construct an excellent deck of your very own tomorrow at three pm."_

 _While surprised at this, Barriss wasn't one to look a gift in the horse's mouth._

" _Thank you very much, Acuzaa. I will be here at three o'clock sharp!"_

* * *

 _ *****Flashback End*****_

* * *

"I guess it's like the old saying goes. You snooze, you lose." Anakin said jokingly.

But Barriss didn't find it that funny, and reflexively slapped Anakin upside the head. The scar-faced Jedi Knight yelped in pain, and put a hand to his aching skull.

"Okay, I deserve that." Anakin admitted.

That's when Acuzaa decided to walk into the room. He was holding a white box in his hands, and had his "teaching face" on. Which can mean only one possible explanation.

"Time for your next lesson, Barriss." Acuzaa informed.

"Hm? We're not done?" Barriss asked, now wide awake.

"Not by a longshot, young Jedi! But don't worry, this next lesson is an easy one. You just need to finish building your deck by giving it a monster that will be your ace-in-the-hole." Acuzaa explained. "But be warned, Barriss, this is no simple task. This monster must not only be powerful, but it must also be able to work in harmony with your deck."

Barriss nodded in understanding, knowing that she does still have much to learn about Duel Monsters as a whole. And who knows? Maybe if the Jedi tried hard enough, they could settle interplanetary disputes through the use of this card game. She just hoped she could stay awake long enough to complete her deck.

Acuzaa noticed this, and began to think that perhaps he was pushing the young Mirialan too hard. She does have terrible bags under her eyes, and looked awfully tired. She also seemed to be incredibly tense, possibly due to high anxiety levels.

"Now, now, there's no need to get so tense, Barriss. I know you've been working long and hard, but you're really coming along as a duelist. And I'm quite proud of you." Acuzaa said encouragingly.

Barriss smiled at the praise as a few tears welled up in her eyes.

"Gramps… thank you…"

Barriss reached over to hug Acuzaa, but did a faceplant on the floor as he walked over to his granddaughter.

"Oh, that reminds me, Ahsoka. This package arrived for you." Acuzaa said.

"A package? From who?" Ahsoka asked.

"I don't know. It just came in the mail." Acuzaa replied.

Ahsoka took the box from her grandfather, confused about why she had received a package. She was very surprised when she noticed the return address on the box's lid.

"It's from Industrial Illusions!" Ahsoka gasped.

Now THIS caught the attention of the others.

"Industrial Illusions!? Isn't that the same company that created the Duel Monsters game? Why would they be sending you a package?" Barriss asked, getting back on the couch.

"I don't know." Ahsoka answered before asking "Could they have heard that I defeated the Galaxy Renowned Duel Monsters Champion?"

"Who? You mean Dooku?" Padmé asked.

Ahsoka nodded in confirmation at this. She still remembers that duel as vividly as the day she became a Padawan.

"It wasn't an official duel, mind you, but Dooku did drop out of the tournament because of me."

* * *

 _ *****Flashback Start*****_

* * *

" _Play your last pathetic card, so that I may end this, Padawan." Dooku urged._

Ahsoka merely smirked, and drew a card before pulling a card from her extra deck. She now understood why her grandfather had entrusted such a deck to her.

"The deck grandpa made for me has no pathetic cards, Dooku. But it does contain…"

Ahsoka held up her weapon of choice, and revealed it to the Sith Lord before her.

"...The all powerful Red-Eyes Flare Metal Dragon!"

"AAAH! IMPOSSIBLE!" Dooku cried out in shock.

 _The Dragon began to gather fire within its mouth, and set its sights on the immobilized Gilford of Legend. This duel was going to end one way or another!_

"Red-Eyes Flare Metal Dragon, obliterate his Gilford of Legend!

 _ **"** **GO WITH RAGING CHROME INFERNO!"**_ _Ahsoka commanded._

Red-Eyes Flare Metal Dragon reared back its head, and launched a huge torrent of crimson red fire at the knight. This destroyed not only Gilford, but surprisingly, even the Blue-Eyes White Dragon. Dooku screamed in pain and rage as he too felt his Life Points run out from the sheer power of this mighty beast.

* * *

 _ *****Flashback End*****_

* * *

"Ugh, just hearing that sleemo's name gives me such a headache!" Barriss complained while massaging her temples.

That's when Obi-Wan got everyone to focus on the tournament again.

"My goodness! Rex has just stomped Weevil!"

The others turned their attention back to the screen, once again fully interested in the events of the tournament. And Barriss was hoping to learn as much from this match as she could.

"Ahsoka, tell me about these two. Are they any good?" Barriss asked.

"Oh yeah. Weevil specializes in Insect cards, and is an exceptional strategist. Then you've got Rex Raptor and his Dinosaur cards. He uses their power to overwhelm his opponents." Ahsoka explained.

"Tiny insects against dueling Dinosaurs? The whole arena will be covered in bug guts!" Anakin said.

"Better not count your chickens just yet, Skyguy."

Back in the tournament grounds, the duel was progressing along with great intensity. Rex Raptor had only four hundred Life Points left, while Weevil still had two hundred left. It was a very close match thus far.

"Alright, Weevil," Rex said as he drew a card from his deck. "Consider yourself dinosaur chow!"

Rex played a card on the field, and one of his signature monsters appeared on the field. It was a huge dinosaur that looked like a cross between a dinosaur and a dragon. It had scaly, purple skin, long muscular arms with three yellow claws on each hand, a pair of purple wings on its back, and two heads that were attached to two long necks. Each head had a pointed muzzle filled with needle sharp teeth, small yellow eyes, and three yellow horns on the back of each head.

"Oh, and it looks like Rex Raptor has just brought out the strongest monster in his deck; the terrible Two-Headed King Rex! It looks like Raptor has this duel in the bag!" The announcer declared.

 _ **(Two-Headed King Rex; Attack: 1600)**_

"Your move." Rex said to Weevil.

Weevil just snickered with arrogance clear on his face. It was a look that many of the spectators didn't like one bit.

"And all I have is this weak, little bug." Weevil bluffed.

The monster he brought to the field was pretty much an oversized, green colored grasshopper. And a pathetically weak one, at that.

"Weevil counters with… a Basic Insect card!" the announcer said in astonishment.

 _ **(Basic Insect; Attack: 500)**_

"Weevil's trying to take on Rex's dinosaur with a puny insect? I'm sorry to say, but this duel seems to be just about over." Barriss said.

"Maybe, but I wouldn't count Weevil out just yet." Ahsoka added wisely.

Rex gave a laugh at the pitiful monster on Weevil's side of the field.

"King Rex, let's take this championship! Stomp him!" Rex declared.

His Two-Headed King Rex roared in acknowledgement as he prepared to charge in and destroy the Basic Insect. However, that's when Weevil decided to initiate the next stage of his plan of attack.

"You've fallen right into my trap! But then, how could your tiny dinosaur brain realize that? When an enemy attacks, my vortex activates!" Weevil declared, activating his Infinite Dismissal card.

"OH NO, IT'S A TRAP CARD!" Rex cried out in shock.

"Which totally immobilizes your King Rex in its inescapable embrace!"

It's true. No sooner than when Weevil finished his explanation, a golden vortex surrounded the Two-Headed King Rex, preventing him from attacking and lowering his attack power.

 _ **(Two-Headed King Rex; Attack: 1600 - 800)**_

 _ ***I know the card doesn't really do that, but it seemed to make Weevil's monster able to kill Rex's in the anime, so bear with me here.***_

"No, my King Rex!" Rex cried out, hoping this was a bad dream.

"And now, I'll upgrade my Basic Insect by giving him Armor with Laser Cannon." Weevil declared.

Weevil's basic insect was then engulfed in a flash of golden light. When it died down, the Basic Insect was wearing purple and blue armor with a huge cannon mounted on its back. It was also powered up greatly, making it strong enough to take out Rex Raptor's monster.

 _ **(Basic Insect: Attack: 500 - 1200)**_

"Not such a weak bug now, is he?" Weevil mocked. " **ATTACK!"**

And attack the insect monster did. It fired a blast of energy from the laser cannon on its back, and scored a direct hit on the Two-Headed King Rex. The dinosaur monster roared in pain before it dispersed in a shower of red energy, taking the last of Rex's Life Points with it.

"King Rex is extinct." Weevil declared smugly.

Rex groaned in defeat as he realized that this was no dream.

"Ahhh, beaten by a bug…!"

"Let's hear it for Weevil Underwood; our newest champion!" the announcer declared.

The crowd went absolutely wild at the excellent duel that they had just witnessed. Weevil chuckled and smirked arrogantly, and held up his deck as his podium lowered him back down to the ground.

Our heroes and heroines were watching in stunned silence. This just didn't seem possible. How could Rex have lost to someone like Weevil? Then again, Acuzaa seemed to see this coming.

"I don't believe this! Rex's dinosaur just got stomped by Weevil's bug!" Barriss said in disbelief.

Back in the tournament, Weevil was ready to accept his title and his trophy. However, it would appear as though the announcer had one final announcement for the evening.

"And now, ladies and gentlemen, we have a special treat for you all. Here to present the Regional Championship trophy, please give a huge round of applause for the creator of Duel Monsters himself; mister Maximilian Pegasus!"

The crowd went absolutely nuts as a panel opened up in the floor and an elevator rose up to reveal Pegasus. Turns out, he's that same man from the previous chapter, only instead of his usual attire, he's wearing a striking black and red business suit and has that odd eye of his covered by his hair.

He walked over to Weevil, and presented him the championship trophy.

"Congratulations."

"Uh, thank you." Weevil said respectfully as he accepted the trophy.

"And as regional champion, I invite you to take part in a knew tournament that I am hosting at Duelist Kingdom!" Pegasus offered.

* * *

 _ *****Later On…*****_

* * *

A limo was driving away from the stadium after the tournament. In the back seat of the limousine was Pegasus with his most trusted Magna Guard Droid. He seemed to be mulling things over.

"With that big announcement you made tonight, there will surely be several hundred duelists flocking to Duelist Kingdom." the Droid said.

"Yes, and a tournament this large will hopefully attract those that possess the other Millennium Items that I seek." Pegasus replied. "Which reminds me…"

"The package was delivered to the Padawan as you instructed, mister Pegasus."

Pegasus was silent for a moment, then smirked as he knew that the second phase of his plan was about to begin.

"Excellent!"

* * *

 _ *****Meanwhile…*****_

* * *

After the tournament, Acuzaa had given Barriss the card she had chosen for her deck. And it was quite the impressive monster, if Barriss did say so herself. One that Acuzaa knew that Barriss could make work in her deck of choice. But at that moment, he realized something important.

"With the excitement of the tournament, you completely forgot to open your package, little 'Soka."

"I wonder what it is?" Ahsoka said to herself.

She opened the box, and everyone's confusion rose at the sight of the box's contents. Inside was a purplish-red fingerless glove with a cuff that had star shaped slots in it, two small golden stars, and a video tape.

"It looks like some kind of glove." Padmé said.

"And stars." Anakin added.

"Perhaps there's an explanation on the video." Obi-Wan suggested.

Ahsoka pulled the video tape out of the box, and took a look at it. There was no indication as to what could be on it, but she was getting a bad feeling from it. A premonition from her Millennium Puzzle, maybe? Besides, in a Galaxy so technologically advanced, what use would there be for video tapes? Let alone VCR's?

"Pop it in, and let's check it out, Ahsoka." Barriss said.

"Okay." Ahsoka replied.

Fortunately, her grandpa owns a VCR, so she didn't have to worry about how they were going to play it. She put the tape in, and the screen went fuzzy for a bit before Pegasus' face appeared on the screen. Wait, what was that last part?

"Greetings, young Ahsoka, I am Maximilian Pegasus."

"Pegasus!?" Anakin asked incredulously.

"Didn't we just see him on TV?" Padmé followed up.

"The famous Maximilian Pegasus sends greetings to my little 'Soka?" Acuzaa asked, having a bad feeling about this.

"I have heard some terribly interesting things about you, Ahsoka." the "recording" of Pegasus explained.

Now, Ahsoka was deeply interested.

"Your impressive win against Dooku has made me want to test your dueling skills personally. Right here, right now, we will hold a special duel. We'll play with a strict time limit of fifteen minutes, and at the end the player with the highest amount of Life Points remaining will be the winner. Are you ready?"

"What? He can't really expect you to duel against a video tape!" Barriss said in disbelief.

"That's crazy!" Anakin added.

The "recording" of Pegasus chuckled. He then flashed the odd eye, and as he spoke next, his voice began to sound more and more real.

"No, it's magic!"

There was a bright flash that forced Ahsoka to close her eyes or risk blindness, and the entire room turned black as shadows. But that's not all that happened. Barriss and the others turned blue and totally stopped moving, as if they'd been frozen in time. This is exactly what Ahsoka saw when she opened her eyes.

"Everything's grown dark and cold, and the others aren't moving…!" Ahsoka said to herself before asking "What have you done to them? Where have you taken us!?"

Pegasus chuckled. He loved when his prey got all flustered before he went for the kill.

"We're no longer in the world you know. But I will return you. After our game." Pegasus answered.

"Then it's time to duel!" Ahsoka declared.

Like in her duel against Dooku, the Millennium Puzzle began to glow in an intense golden light. The light engulfed Ahsoka, and when it died down, we see that she has changed into her other self. She was smirking at the prospect of a decent challenge.

"Start the clock and make your move, Pegasus!" Ahsoka ordered.

Pegasus' smirk merely widened as phase two of his plan had finally kicked into effect.

"Certainly. Let's begin." Pegasus replied.

The screen around the creator of Duel Monsters zoomed out to reveal that he too had a deck and a duel board. Both players drew five cards, and the clock started ticking.

 _ **(Time Remaining: 15:00)**_

"Nervous, Ahsoka girl? You should be." Pegasus said, placing a card face down. "You have never dueled against someone like me before!"

"You may be good," said Ahsoka, as she drew a card.

"I assure you, I am." Pegasus wisecracked.

"But I will defeat you, and save my friends and family!" Ahsoka declared.

But before she could play her card, the odd eye that Pegasus possessed began to glow again.

"You won't save anyone with that particular dragon card." Pegasus said.

"How…!?"

Indeed, how. How did Pegasus know that Ahsoka was about to play a dragon monster? Is he a psychic, or something?

"I told you that you've never dueled against someone like me before. I know every move you'll make, before you can even make it!" Pegasus declared.

Ahsoka growled as Pegasus toyed with her. It was as if this whole situation was just a big game to the sleemo. But still, how did he know what card she was going to play?

"Knowing every move you're going to make gives me a distinct advantage, wouldn't you say?" Pegasus asked.

"What?" Ahsoka asked incredulously.

Smirking, Pegasus revealed his face down card. On it was a picture of a medium sized urn that had a dragon's face carved on it. And judging from the purple background, I'd say that it's nothing good for Ahsoka.

"For example, I can anticipate your next move, and counter it with this Dragon Capture Jar." Pegasus explained.

A white light erupted from the card, and forced Ahsoka's monster, the Red-Eyes Retro Dragon, onto the field. It roared in pain as the trap card immediately went into effect.

"It frees the Red-Eyes Retro Dragon from its card, and imprisons the beast!"

The dragon monster was then turned into a black mist that went through the TV screen and was absorbed into the Dragon Capture Jar. All the while, Pegasus had a grin that seemed intent on never leaving his face.

"Trapped; never to be played against me!" Pegasus declared.

" _This is crazy! First he reads my mind, then he brings the monster on my card to life!"_ Ahsoka thought to herself in disbelief.

"This dimension we're in is known as the Shadow Realm. A mystical place where incredible monsters can become real, and the impossible is quite possible." Pegasus explained while drawing a card from his deck.

"But what you're telling me can't be true!" Ahsoka said in denial.

"Tell me, Ahsoka girl, do you believe that there is magic in these cards?" Pegasus asked.

"Don't you know? You invented this game." Ahsoka replied, not seeing the point in that question.

But nothing could prepare the young Togruta for what Pegasus said next.

"What if I told you I didn't?"

Ahsoka gasped and her eyes widened at these words. If Pegasus didn't really create the Duel Monsters card game, then who did? Seeing that he now had Ahsoka's full attention, he began a small history lesson.

"In the time of the Old Republic, the Jedi and the Sith called this the Shadow Game. Powerful Jedi and Sith alike would hold mystical duels in other dimensions, just like we're doing now. But not with cards." Pegasus explained. "These Jedi and Sith played with real creatures, and real magic! Magical forces so powerful that they lost control and nearly destroyed the entire Galaxy!"

"It's a good story, Pegasus, but these monsters you speak of aren't real!" Ahsoka offered as a rebuttal.

That's when Pegasus summoned a monster that resembled a purple, blue, and yellow gourd with arms, eyes, a small mouth, and a flute.

"Tell that to my Dragon Piper! As his Flute of Resurrection frees your Red-Eyes Retro Dragon; but puts him under my control!"

Sure enough, the Dragon Piper began to play a melody on his flute, and from the Dragon Capture Jar emerged the Red-Eyes Retro Dragon. It roared in anger and agony. Agony from being put under a spell, and anger at being used against its master and brethren. And Ahsoka knew she had only a small window of opportunity here.

"I have to counter attack! MY SECOND RED-EYES RETRO DRAGON!"

A second Red-Eyes Retro Dragon appeared on the field, and got ready to fight back against its mind controlled brother. The first dragon came through the TV screen, and breathed fire at one another. But since their attack power was equal, they ended up destroying one another. This made neither player take Life Point Damage.

"As you can see, Ahsoka girl, these monsters are very real," said a chuckling Pegasus. "And also very dangerous."

But Ahsoka wasn't laughing. If anything, she was scowling worse than before.

"Ah, Ahsoka girl, you really are quite entertaining. The way you scowl and sneer. So determined, so defiant, and yet still so ignorant as to the power of your Millennium Puzzle." Pegasus said.

"What?" Ahsoka questioned.

"Five thousand years ago, a powerful Grandmaster of the Jedi locked the magic of the Shadow Games away." Pegasus explained.

"What's this have to do with me?" Ahsoka asked.

"Upon her death, the Grandmaster sealed the magic of the Shadow Games within seven mystical Millennium Items." Pegasus further explained.

Now this really caught her interest. She honestly thought that her Millennium Puzzle was a one of a kind item.

"Seven items? Then you're saying… my puzzle is one of them?" Ahsoka asked.

"Yes, and there are mystical energies locked within it; magical energies that could change your life forever if you only knew how to unleash it!" Pegasus replied.

"But why tell me any of this?" Ahsoka asked.

"Why? Simply because I need you to know." Pegasus said, as he placed another face down card. "But perhaps I've said too much. And since the clock is still ticking, I suggest that we continue our little duel."

" _He's right. Time's running out, and I still haven't figured out whether he can really read my mind, or if it's some kind of trick."_ Ahsoka thought to herself.

Pegasus moved his hair a bit to reveal the strange golden eye that we saw earlier. And within its pupil, we can see that Pegasus can see what move that Ahsoka was gonna play.

" _I've gotta try something! Maybe my Red-Eyes Wyvern…"_

Ahsoka was about to play her card, but she stopped herself when she realized something. Something important.

" _Wait a minute! He definitely knows what I'm about to do! But how? It must have something to do with that weird eye of his."_ Ahsoka thought to herself. " _That's it, isn't it? That weird eye must somehow let him see the cards in my hand. So no matter which card I pick, he'll always be one step ahead of me. But that gives me an idea."_

"Hurry up now, Ahsoka girl. Time is running out for you and your friends!" Pegasus urged.

Ahsoka began to strategize, and soon came up with a way around Pegasus' eye trick.

" _Pegasus is expecting me to play a card from my hand… but what if I play a card even_ _ **I**_ _haven't seen? What if I draw a new card straight from the deck without looking at it?"_ Ahsoka thought to herself.

And used this new strategy, Ahsoka did. She drew a card from the deck, and placed it face down on the field without looking at it. But will it work? Only time will tell.

"I already know you plan to play the Red-Eyes Wyvern, but with my Dragon Capture Jar in play, it won't do you much good." Pegasus said. "But just to give you a fighting chance, I'll destroy my own Trap Card using my Mystical Space Typhoon. But I'll also play my Monster Reborn to revive one of your Red-Eyes Retro Dragon's, thus keeping it under my control."

 _ **(Red-Eyes Retro Dragon; Attack: 1700)**_

Ahsoka merely smirked. Her plan worked perfectly.

"Sorry, Pegasus, but I've figured out your little mind game. You may be able to see the cards in my hand, but you can't see the cards I pull from the deck!" Ahsoka declared.

Now Pegasus' interest was piqued. Ahsoka flipped her card over to reveal a Monster Card that we all know and love.

"My next card is… the Red-Eyes Black Dragon!"

Now, most people might be intimidated by such a powerful monster on the field. But Pegasus didn't seem the least bit intimidated.

"Ohhh, a big scary Red-Eyes Black Dragon." Pegasus said in mock fear.

"Mock me all you like, Pegasus. As much as it pains me to say it, my Red-Eyes Black Dragon is more than strong enough to destroy the Red-Eyes Retro Dragon!" Ahsoka said confidently.

"Go right ahead, if you think it'll help." Pegasus said.

"It'll do more than help! It'll bring you one step closer to defeat, and bring me one step closer to saving my friends!" Ahsoka declared.

Pegasus was silent for a moment, but soon closed his visible eye and smirked.

"If it can really do all that, then by all means, play it." Pegasus urged.

And play it, she did. The Red-Eyes Black Dragon emerged from its card, and screeched in challenge. It spotted Pegasus with one of its brethren in his control, and narrowed its eyes dangerously.

 _ **(Red-Eyes Black Dragon; Attack: 2400)**_

" **Red-Eyes Black Dragon, INFERNO FIRE BLAST ATTACK!"** Ahsoka commanded.

The dragon reared back its head, and with a mighty roar, unleashed a ball of red hot fire. The attack went through the TV screen and hit the Red-Eyes Retro Dragon head on, causing Pegasus to cry out as the monster was destroyed and sent to Ahsoka's Graveyard Pile.

 _ **(Pegasus' Life Points: 2000 - 1300)**_

However, instead of getting mad at this loss of Life Points, Pegasus burst out laughing. It was as if he was waiting for Ahsoka to make such a move.

"Nicely played! But by using your Red-Eyes Black Dragon, you have allowed me to manipulate you once again!" Pegasus said smugly.

Naturally, Ahsoka didn't understand this, so the creator of Duel Monsters decided to fill her in.

"By playing that one card, you have unwittingly assured my victory!" Pegasus gloated.

"No…!" Ahsoka denied.

"We shall see about that, Ahsoka." Pegasus declared.

He then drew a card from his deck, and his one visible eye widened upon seeing what it was.

"Oh! A very rare card. This is the fearsome Faceless Mage!" Pegasus said, showing Ahsoka his card.

On the card was a monster that was a magic user whose primary head only had a mouth on it, and a single doll head on each shoulder. It wore red and yellow robes, and seemed to be quite weak.

"I've never seen that card before. But my Red-Eyes Black Dragon is one of the most versatile and powerful dragon monsters in the game!" Ahsoka said, confidence evident in her voice.

"But how will he fare when I combine my Faceless Mage with the equally rare Eye of Illusion?"

The combination was played, and the Faceless Mage appeared on the field, cackling like no tomorrow.

 _ **(Faceless Mage; Attack: 1200)**_

But Ahsoka was prepared to counter attack.

"Red-Eyes Black Dragon, INFERNO FIRE BLAST!"

Once again, the dragon launched its attack at its enemy, but things were different this time. The Faceless Mage put its hands out, and a golden eye with purple mist surrounding it appeared in front of the monster.

The attacks collided causing a flash of light, and Ahsoka had to close her eyes or risk going blind. When the light died down, smoke covered the field.

" **Red-Eyes Black Dragon!"** Ahsoka cried in concern.

The smoke cleared to reveal that… Both monsters were still on the field! And Pegasus took no Life Point damage. But then, neither did she.

" _My attack had no effect at all!"_ Ahsoka thought to herself in shock. " _But why? Pegasus' monster should've been destroyed. But it wasn't, and I'm running out of time!"_

 _ **(Remaining Time: 05:00)**_

" _I'm up by seven hundred Life Points, but only because Pegasus is toying with me. I've got to find a way to beat him at his own Shadow Game. He may know all of my moves, but I just have to believe in my grandpa's deck."_

Ahsoka drew a new card, and saw that it was just what she needed to destroy the Faceless Mage.

"I play my Red-Eyes Black Chick in attack mode! And I'll equip it with my Dragon Nails card. This combination will be just enough to destroy your own combo!" Ahsoka declared.

From her card rose up what appeared to be a baby version of Red-Eyes Black Dragon. And its claws were now made out of razor sharp steel, raising its attack power.

 _ **(Red-Eyes Black Chick + Dragon Nails; Attack: 800 - 1400)**_

And yet, once again, Pegasus didn't seem the least bit worried about the situation.

"True, your dragon is now stronger, BUT YOU HAVE ONCE AGAIN UNDERESTIMATED THE INCREDIBLE POWER OF MY EYE OF ILLUSION!" Pegasus declared, laughing at such a mistake.

" **NO!"** cried Ahsoka as she realized her error.

"Inferno Fire Blast!" Pegasus commanded.

Sure enough, a familiar attack was launched at the Red-Eyes Black Chick, and destroyed it. The little one at least didn't have any time to feel the pain before it was destroyed.

 _ **(Ahsoka's Life Points: 2000 - 1000)**_

"But that's impossible! The Faceless Mage doesn't have an Inferno Fire Blast attack." Ahsoka said, before seeing a horrible sight. "Oh no…!"

There, right next to the Faceless Mage… was Ahsoka's Red-Eyes Black Dragon. With the Eye of Illusion glowing on its chest, and a glazed look in its eyes.

" _It was my_ _own_ _Red-Eyes Black Dragon that attacked me! Pegasus is controlling him with the Eye of Illusion!"_ Ahsoka thought to herself. " _But if he's using its magic to control my dragon, what's protecting his Mage?"_

"Well, Ahsoka girl, our time together is nearly up. And seeing as I've more Life Points than you, it appears I am the victor." Pegasus said, placing a card face down and applauding himself.

 _ **(Remaining Time: 00:10)**_

"Time's not up just yet, Pegasus! And you've left your Mage open to a physical assault!" Ahsoka declared.

Pegasus growled, realizing that his opponent was correct. In his small bout of overconfidence, he forgot to switch his Faceless Mage to Defense Mode. And now, he was about to pay the price.

" **Red-Eyes Archfiend of Lightning, ATTACK!"** Ahsoka ordered.

Her Archfiend arose from the card, and charged at the Faceless Mage with his electrically charged fists poised to strike. But just as he was about to land the finishing blow…

 _ **(...3 ...2 ...1… 0!)**_

The monsters vanished as time ran out. Ahsoka growled at her loss. If only she'd had like five more seconds! And now, Pegasus was laughing it up.

"Well, it appears we've run out of time. But how close was that? If you'd been able to finish that attack, I would have lost,"

 _ **(Pegasus' Remaining Life Points: 1300)**_

 _ **(Ahsoka's Remaining Life Points: 1000)**_

"But I didn't, did I? I've measured the limits of your abilities, Ahsoka Tano, and when next we meet, we'll be dueling for far higher stakes!" Pegasus declared.

"I'm through playing your games!" Ahsoka snarled, baring her fangs.

In response to this, Pegasus merely wagged his finger and made a sound that sounded like "tsk, tsk, tsk".

"You assume as though I am giving you a choice in the matter, but I'm not," said Pegasus as he revealed his golden eye to Ahsoka. "For I too possess one of the seven Millennium Items; the all powerful Millennium Eye!"

"A Millennium Eye!?" Ahsoka gasped in slight fear.

"That's right, Ahsoka girl. And now, I'll show you the true extent of its magic!" Pegasus replied.

His Millennium Eye began to glow with a yellow light, and shot that light through the TV screen. And it ended up enveloping… Acuzaa!

"You see, Ahsoka girl, I have discovered that given the proper incentive, anyone can be made to play my game!"

A ghostly figure, no doubt his soul, was pulled from Acuzaa's body, and brought into the TV in a flash of white light. When it died down, Acuzaa appeared on the screen, distress clear in his facial expression.

" _Ahsoka…"_

Our young Togruta heroine turned back to normal, and gasped at what she saw. She immediately ran to the TV, tears pooling in her eyes.

"GRANDPA…!"

Acuzaa disappeared from the TV screen, and everything returned to the state it was in before the Shadow Game began. Everything except Acuzaa. The elderly Togruta toppled over in a comatose state; dead and yet not yet dead.

 _"Yes, we will duel again, Ahsoka girl. After all, how else will you reclaim your grandpa's soul? AH HA HA HA HA HA HA HA!"_

"Grandpa!? GRANDPA!? **GRANDPA!"** Ahsoka cried, now letting her tears fall freely.

* * *

 _ *****To Be Continued…*****_

* * *

 _ **List of Updates:**_

 _ **Empire of the Sith**_

 _ **Padawan of the UnderWorld**_

 _ **Hunter of Shadows (Challenge story from God of the Challenge, and possible update.)**_

 _ **Ben Tennyson's Five Nights at Frannie's**_


	3. Chapter 3

_**Ahsoka's Duelist Kingdom Deck (Revised)**_

* * *

 _Monster Cards_

* * *

 _ **Red-Eyes Black Dragon x3**_

 _ **Red-Eyes Wyvern x2**_

 _ **Red-Eyes Retro Dragon x3**_

 _ **Black Metal Dragon x2**_

 _ **The Black Stone of Legend x3**_

 _ **Red-Eyes Black Flare Dragon**_

 _ **Red-Eyes Darkness Dragon**_

 _ **Red-Eyes Drakness Metal Dragon**_

 _ **Red-Eyes Archfiend of Lightning**_

 _ **Meteor Dragon**_

 _ **Summoned Skull**_

 _ **Lord of the Red**_

 _ **Paladin of Dark Dragon**_

 _ **Malefic Red-Eyes Black Dragon**_

* * *

 _Magic Cards_

* * *

 _ **The Claw of Hermos**_

 _ **Swords of Revealing Light**_

 _ **Red-Eyes Fusion x3**_

 _ **Cards of the Red Stone**_

 _ **Inferno Fire Blast (Spell Card)**_

 _ **Dark Dragon Ritual**_

 _ **Red-Eyes Transmigration**_

 _ **Dragon Nails**_

 _ **XYZ Territory**_

* * *

 _Trap Cards_

* * *

 _ **Red-Eyes Spirit x2**_

 _ **Red-Eyes Burn**_

 _ **Return of the Red-Eyes x3**_

 _ **Spellbinding Circle**_

 _ **Negate Attack**_

 _ **Mirror Force**_

 _ **Meteor Flare**_

* * *

 _Extra Deck_

* * *

 _ **Red-Eyes Flare Metal Dragon**_

 _ **Meteor Black Dragon**_

 _ **Black Skull Dragon**_

 _ **Archfiend Black Skull Dragon**_

 _ **Red-Eyes Black Dragon Sword**_

* * *

 _ *****I still don't own Star Wars: The Clone Wars, or Yu-Gi-Oh!*****_

* * *

 _ **(Previously, on Star Wars: Duelist Kingdom Saga…)**_

* * *

 _"Play your last pathetic card, so that I may end this, Padawan." Dooku urged._

 _Ahsoka merely smirked, and drew a card before pulling a card from her extra deck. She now understood why her grandfather had entrusted such a deck to her._

 _"The deck grandpa made for me has no pathetic cards, Dooku. But it does contain…"_

 _Ahsoka held up her weapon of choice, and revealed it to the Sith Lord before her._

 _"...The all powerful Red-Eyes Flare Metal Dragon!"_

 _"And now, by using my Red-Eyes Black Dragon and my Red-Eyes Flare Dragon as XYZ Materials, I XYZ Summon my ultimate trump card! MIGHTY BEAST OF FIRE AND METAL, PLEASE HEED MY CRY! AWAKEN FROM THY SLUMBER, FOR THE TIME IS NIGH!"_

 _As Ahsoka chanted the words to awaken her monster, the two monsters she had on the field turned into balls of purplish-black light and flew up into a swirling vortex. From this vortex emerged a creature so fearsome, so powerful, so mindbogglingly menacing, that Barriss, Ventress, and Dooku nearly fainted where they stood._

 _ **"NOW ARISE FROM THE ASHES AND BREAK THE SEAL! BEINGS OF DARKNESS, BEGONE! EMERGE RED-EYES FLARE METAL DRAGON!"**_

 _Red-Eyes Flare Metal Dragon reared back its head, and launched a huge torrent of crimson red fire at the knight. This destroyed not only Gilford, but surprisingly, even the Blue-Eyes White Dragon. Dooku screamed in pain and rage as he too felt his Life Points run out from the sheer power of this mighty beast._

* * *

 _"Mister Pegasus, sir, our undisputed champion, Count Dooku, he's been defeated in a duel, sir. By someone named… Ahsoka Tano."_

* * *

 _"I wonder what it is?" Ahsoka said to herself._

 _She opened the box, and everyone's confusion rose at the sight of the box's contents. Inside was a purplish-red fingerless glove with a cuff that had star shaped slots in it, two small golden stars, and a video tape._

 _"It looks like some kind of glove." Padmé said._

 _"And stars." Anakin added._

 _"Perhaps there's an explanation on the video." Obi-Wan suggested._

 _"Greetings, young Ahsoka, I am Maximilian Pegasus."_

 _"Your impressive win against Dooku has made me want to test your dueling skills personally."_

 _"I'm through playing your games!" Ahsoka snarled, baring her fangs._

 _"You assume as though I am giving you a choice in the matter, but I'm not,"_

 _"You see, Ahsoka girl, I have discovered that given the proper incentive, anyone can be made to play my game!"_

 _A ghostly figure, no doubt his soul, was pulled from Acuzaa's body, and brought into the TV in a flash of white light. When it died down, Acuzaa appeared on the screen, distress clear in his facial expression._

 _"Ahsoka…"_

 _Our young Togruta heroine turned back to normal, and gasped at what she saw. She immediately ran to the TV, tears pooling in her eyes._

 _"GRANDPA…!"_

 _Acuzaa disappeared from the TV screen, and everything returned to the state it was in before the Shadow Game began. Everything except Acuzaa. The elderly Togruta toppled over in a comatose state; dead and yet not yet dead._

 _"Yes, we will duel again, Ahsoka girl. After all, how else will you reclaim your grandpa's soul? AH HA HA HA HA HA HA HA!"_

 _"Grandpa!? GRANDPA!? **GRANDPA!"** Ahsoka cried, now letting her tears fall freely._

* * *

 _ **Journey to Duelist Kingdom: Mace Windu's Machines vs. Luminara's**_

* * *

It's been a full week since Pegasus captured Acuzaa's soul using his Millennium Eye, and Ahsoka has been miserable. She's not talking to anyone, she refuses to go on missions, she won't train, she's barely eating, and she's pretty much lethargic.

Fortunately, even though Acuzaa's body has no soul at this time, he isn't physically dead. Merely, his body has been put into a comatose state.

Right now, we find Ahsoka standing on the roof of the Jedi Temple. She was watching the sunset as she so desperately tried to figure everything out.

" _How did I get into this mess!? I can't believe grandpa's actually gone. One minute he's right next to us, the next Pegasus steals his soul using some kind of weird eye of his. But why? What would Pegasus possibly want with me? And could it have something to do with my Millennium Puzzle?"_ Ahsoka mentally asked herself.

It seemed to be the only plausible explanation. Why else would Pegasus steal the soul of her grandpa using the Millennium Eye? Ahsoka tightly clenched her fists as she regained that fire of determination in her eyes.

" _Well, I'll show him! I'll beat Pegasus at his own game! Whatever it is."_

Meanwhile, Barriss had a bit of a confusing situation of her own to deal with. She'd just received a package from Captain Cody of the Clone army, and was now holding a holo disk with a recording on it.

"Now, who could this be from?" Barriss asked herself.

Curiosity overwhelming her rational thought caused Barriss to push the play button on the recording. It flared to life, and a small hologram of a full grown Mirialan woman appeared. But unlike Barriss, this woman had smaller facial tattoos going from beneath her lower lip to her chin, and a faint scar going across her eyes.

" _Hello, my Padawan, how have things been on your end?"_

Barriss seemed to instantly recognize the woman in the recording, despite the scar across her eyes.

"Master Luminara…!"

That's right. Luminara Unduli has been out on a mission this whole time, and recently sent a recording to Barriss in order to tell her about the events that had transpired.

" _Can you believe that it's been over a month since I was sent on that mission? I just hope that you have been able to keep yourself occupied while I've been away."_ Luminara said, a sad look gracing her features.  " _But, as you can see, I've suffered an injury myself due to a surprise encounter with a certain Sith Assassin. My eyes got grazed by the blade of one of her Lightsabers."_

Barriss' face changed from a look of surprise to one of great concern and fear. And it seems as though Luminara could sense her Padawan's emotions even through the hologram.

" _Please don't worry, Barriss. I know that my vision will soon be useless, but I will be back at the Temple within the span of a day. I'm sending you this video so that you might be able to better prepare to accept the inevitable."_

Luminara paused to rub her eyes as her vision seemed to slowly worsen.

" _It appears as though I'm running out of time."_

"Running out of… no! No, it can't be!" Barriss said in denial.

" _I'm so sorry that this had to happen, Barriss, but any sort of operation that could help me is just too expensive. I know that I will eventually go blind, and I have already accepted this fact. Goodbye, my Padawan. I will see you soon."_

With that, the hologram of Luminara Unduli fizzled out, leaving the young Mirialan to break down into tears. Her master was going blind, and it seemed like there was nothing she could do.

" _There has to be a way to help master Luminara, there just HAS to!"_

After about a half hour of nonstop crying, Barriss had finally cried herself to sleep.

And as for Ahsoka? She was taking her speeder back to the old Game Shop. Staying there instead of the Temple helped her to feel like her grandpa was still there with her; even without his soul. But when she got there, she saw an envelope with her name on it stuck in the door.

"Huh? What's this doing here?" Ahsoka asked herself.

She removed the envelope from its resting place, and opened it up. Inside were five cards that had backs that resembled the Duel Monsters card game. That immediately set off alarm bells in the young Padawan's head.

"It's from Pegasus…!"

She removed one of the cards, and rose an eye marking at what it was. The picture on the first card was an island that had a massive castle in the center of it. Realizing what it was, Ahsoka didn't even bother to keep her thoughts in her head.

"It's an invitation to the tournament at Duelist Kingdom!"

* * *

 _ *****The Next Day*****_

* * *

"An invitation to Duelist Kingdom? Isn't that an island on the planet Illusios?" Padmé asked.

Ahsoka was now standing before the entirety of the Jedi Council with Padmé, Anakin, and Barriss. She had just reported her findings, and most of the council was actually considering sending her on a mission to Duelist Kingdom with this new information. The only exceptions being Mace Windu, and Ki-Adi-Mundi. However, no one was paying them any attention right now.

"So, I guess it's safe to assume that that's where Pegasus is keeping your grandpa." Barriss said.

"Maybe. The only way to know for sure is to become a contestant. A ship will be coming to pick me up in two days." Ahsoka replied, showing a card with a luxury class star ship on it. "It also says that I can bring three guests with me, but at least one of them has to be a senator."

"So, I guess that means I'm coming along for the ride." Padmé said. "And Anakin and Obi-Wan will be my Jedi escorts."

That's when Mace Windu decided to speak up and be a major jerk like he always does.

"You're not going, Padawan Tano. This is obviously a trap set by Pegasus to get your Millennium Puzzle." Mace said.

But if there's one thing about Togruta that all people should know, it's that they're incredibly stubborn when they want to be. And this is one of those times in Ahsoka's case.

"I have to go! It's the only way that I can get grandpa back!" Ahsoka declared.

"I can't believe this! Pegasus uses some weird spell to steal your grandfather's soul away, and now he wants you compete in a tournament to get him back! It's almost as if he's toying with you." Obi-Wan said.

"Indeed, and without invitations, the rest of us can't go there with you. I wish we could help you, Padawan." Plo-Koon added.

Even master Yoda didn't like what was going on. He knew that Ahsoka needed her grandfather, and things would get ugly if anyone told the child otherwise.

"A terrible thing, this is." Yoda said.

That's when Anakin noticed something about one of the cards. He picked it up, and read the fine print underneath the picture of a huge horde of treasure. He had a feeling that this card would be able to help at least one of them.

"Hey, listen to this. According to this card, the tournament winner takes the grand prize of three million dollars! And if you're from a Republican planet like Coruscant, the money is converted to three million Republican credits." Anakin explained.

"Three mil…?" Barriss asked, obviously intrigued.

"So what, master? Who cares about money at a time like this, anyway?" Ahsoka asked.

"Hey, give me that!" Barriss demanded, taking the card from Anakin. "Three million credits…"

"I guess Barriss does…" Ahsoka muttered to herself.

"Three million; in cold cash…!"

But once again, Mace just had to be the big, bald jerk that we all know and hate.

"You aren't going to that tournament, Padawan. We'll send a stronger duelist in your place. Someone who can easily bring down Pegasus." Mace said, gaining angry looks from everyone in the room.

"What if I were to defeat you in a duel?" asked a familiar voice.

Everyone looked to the door to see Luminara Unduli walk into the council chamber. She knew that this was a personal matter between Ahsoka and Pegasus and that Mace has no right to butt in about it. Although, everyone could see the vivid red scar over her eyes, and that they were slightly clouded.

"Master Luminara!" Barriss gasped. "You can't duel! Your impaired vision will put you at too great if a disadvantage!"

Luminara just smiled at Barriss. She appreciated the teen's concerns, but this was a fight that was hers, and hers alone.

"I understand your concern, Barriss. But my vision is not so bad that I can't duel to the best of my abilities." Luminara said before looking back at Windu. "So, here is what I suggest. You and I will duel tomorrow morning with the entire council and Ahsoka present as witnesses to this. Should you win, then we will select a more experienced duelist to the tournament. But if I win, then Ahsoka shall go along with whomever she chooses."

Mace thought about this. He knew Luminara's current deck, and knew that his Machine deck would be more than enough to defeat her. So, he made his decision relatively quickly.

"Alright. Deal!"

Mace and Luminara shook hands, and left to ready their decks. Ahsoka and her group left with Luminara to the Game Shop to try and help her get her deck ready to face Mace Windu. All the while, Barriss wanted to make sure she learned about her enemy.

"Tell me, Master, is Master Windu that good of a duelist?" Barriss asked.

"Indeed he is. Barriss is one of the top three duelists of the Jedi High Council. Ranked third is Master Plo-Koon. He uses his Warrior monsters effects to get stronger monsters to the field quicker. Then we have master Yoda who uses a Dragon deck. He uses their diversity and equipment Magic Cards to outsmart his opponents. Mace is even better than both of them! He uses a Machine deck that can take down many of the strongest monsters in the game." Luminara explained.

"Then we're gonna have to make your deck stronger than any machine in Master Windu's deck!" Ahsoka proclaimed.

And with that, our group of duelists continued on toward the Game Shop. Their objective? To make Luminara an even stronger deck than before!

* * *

 _ *****The Next Day…*****_

* * *

All of the Jedi, Clone Troopers, and civilians in the Jedi Temple were seated in a stadium where a dueling arena had recently been installed, and the Jedi Council members along with Ahsoka and her friends all had front row seats to watch the action. Mace was in the red corner, while Luminara was in the blue corner. After a brief systems check, both players cut and shuffled their decks and got ready.

"I hope you're ready to lose this duel, Luminara." Mace taunted.

"You'd best be ready to recycle your machines, Mace, because it's time to duel!" Luminara answered.

 _ **(Mace's LP: 2000)**_

 _ **(Luminara's LP: 2000)**_

Both players drew five cards, and glared at each other.

"I will start us off." Luminara said.

She drew a card from her deck, and checked her hand. The card she drew was a Draining Shield, and in her hand was also a Graverobber, Monster Reborn, Mystical Space Typhoon, Curse of Dragon, and Big Shield Gardna. Seeing that she at least had a way to stall for a few moments, she made her move.

"I'll start off by setting a monster in Defense Mode, and I'll also lay this card face down." Luminara said.

"Hmph! A waste of a move on your part. Let me show you how it's done." Mace said arrogantly. "First I'll summon my Launcher Spider in attack mode!"

The arena hummed to life as a monster appeared on the field. It looked like a giant, robotic spider with twin missile launchers on its back, and a blue "V" shaped visor where its eyes should be. It was covered in dense armor with sharp spikes on it, and was also quite bulky.

 _ **(Launcher Spider; Attack: 2200)**_

"Now, Launcher Spider, attack her facedown monster with Rocket Flurry!" Mace commanded.

The robot spider opened up the missile launchers on its back, and fired a barrage of rockets at Luminara's face down monster. Each one hit its mark, and exploded with enough force to kick up a huge cloud of dust. Mace smirked at his accomplishment.

" _Hmph! Too easy."_ Mace though smugly, until he took a closer look. "What!?"

The smoke cleared to reveal Luminara's monster was a humanoid warrior type. He was a masculine man with long, spiky black hair, and he was in a kneeling position while holding a huge shield in front of himself protectively.

 _ **(Big Shield Gardna; Defense: 2600)**_

"Terribly sorry, Mace, but you just attacked my Big Shield Gardna. A monster with very high defensive power." Luminara said with a grin.

"And because his defense is higher than my spider's attack, I lose Life Points…!" Mace growled.

 _ **(Mace Windu's LP: 2000 - 1600)**_

Mace growled in anger. He'd made a careless move, but he wasn't about to make the same mistake twice in a row. It was merely a small setback.

" _Besides,"_ thought Mace. " _I've still got plenty of well oiled machines waiting in my deck."_ out loud, he said "You just got lucky. I'll end my turn by playing a face down as well."

"Very well then," said Luminara as she drew a card. "Since Big Shield Gardna was switched to attack mode at the end of the previous damage calculation, I'll start by switching him back to defense mode."

The defending warrior put his defenses at an all time high, and awaited further orders.

"And now, I'll summon my Curse of Dragon in attack mode!"

Appearing on the field was a yellow serpentine dragon with red accents, a pair of wings, and red colored eyes. It screeched as it took flight on Luminara's side of the field.

 _ **(Curse of Dragon; Attack: 2000)**_

"That will do it for my turn."

"You made the mistake of leaving your dragon in attack mode when a stronger monster was on the field." Mace said as he drew a card. "But just to play it safe, I'll play this in face down defense mode. Then back to you."

Luminara nodded, and drew a new card. Seeing that it was another card that could help her, she decided to make a bold move on her part.

"Alright, Mace, prepare to have a pile of molten metal. Curse of Dragon, attack his face down monster with Dragon Flame!" Luminara commanded.

The Curse of Dragon shot a stream of fire at Mace's monster, revealing it to be a monster that wasn't a machine. It was a monster that was known as Zoa.

"I was hoping you'd do that. I ACTIVATE MY TRAP CARD, METALMORPH!" Mace declared. "Its power will turn my Zoa into Metalzoa!"

With its magic in play, Zoa was transformed from a creature of flesh and blood to a creature of metal and oil. And not only that, but it's attack and defense power rose beyond normal parameters.

 _ **(Zoa - Metalzoa; Attack: 2600 - 3000; Defense: 1900 - 2300)**_

This caused Luminara to grimace at her mistake. And since Metalzoa has more defense power than her Curse of Dragon's attack power, her Life Points took a hit. Fortunately, it wasn't a very big one.

 _ **(Luminara's LP: 2000 - 1700)**_

" **Hang in there, master! You can still pull out a win, so long as you still have Life Points!"** Barriss cheered.

Luminara nodded to her Padawan, and saw a combo that she could possibly use here. One that just might win her the duel.

"I'll place two cards face down, and that's it." Luminara said.

"That's it is right. Because, now I'm gonna end this duel!" Mace declared.

He drew a card and looked at it. The bald Jedi Master smirked upon seeing the card he drew, and knew that he could use this to his advantage.

"First things first, I'm switching my Metalzoa to attack mode,"

 _ **(Metalzoa; Attack: 3000)**_

"And now, I'm activating this equipment Magic Card called 7 Completed. With it, I can increase the attack or defense of a machine monster by seven hundred points. And I think I'll give my Metalzoa an additional seven hundred Attack Points." Mace said.

 _ **(Metalzoa; Attack: 3000 - 3700)**_

Several of the spectators didn't like this. If Mace attacked Luminara's Curse of Dragon with that kind of attack power, it would completely clean out her Life Points. And it looks like Mace knew this.

"NOW, METALZOA, CRUSH HER DRAGON LIKE A WORTHLESS INSECT!"

Metalzoa charged at the Curse of Dragon, intent on sending it to the Graveyard. But Luminara didn't seem worried. In fact, she was actually smirking at this.

"I was hoping you'd do something as foolish as that." Luminara said.

Then, just as Metalzoa was about to land a hit… he vanished. Now naturally, all of the spectators thought something wasn't right. And Mace was one of these spectators.

"What? Why didn't my attack hit?" Mace asked.

"Why don't you take a closer look?" Luminara asked smugly.

Mace did look closer, and gasped at what he saw. His monster had fallen into a pit of spikes, and was stabbed all over by those pointy things! The machine using Jedi Master had just fallen into a trap.

"When you had your Metalzoa attack my Curse of Dragon, you triggered my Chasm of Spikes trap card. And as such, you take one fourth of its attack points as Life Point damage!" Luminara explained/declared.

Mace growled as his Life Points lowered once again. This just couldn't be happening!

 _ **(Mace Windu's LP: 1600 - 0675)**_

"And now, I believe it's my turn." Luminara said.

She drew a card, and found it to be the next piece of the puzzle that would help her win this duel.

"I now activate the Magic Card, Pot of Greed. This will allow me to draw an additional two cards from my deck. And thanks to it, I now have all of the cards I need to bring about your defeat." Luminara declared. "I activate the Magic Card, Polymerization! And fuse my Curse of Dragon from the field with my Gaia the Fierce Knight in my hand to form Gaia the Dragon Champion!"

In a flash of light the curse of Dragon had merged with an armored knight that was duel wielding lances and riding a mighty steed. When the light died down, the knight was now riding on the back of the Curse of Dragon.

 _ **(Gaia the Dragon Champion; Attack: 2600)**_

" **Alright! Take it to him, Luminara!"** Ahsoka cheered.

"SHOW HIM WHO'S BOSS!" Anakin added.

Now even Mace found himself staring in awe at the mighty warrior before him, but he soon smirked. It would appear as though Luminara had made one fatal mistake.

"Your Dragon Champion may be strong enough to destroy my Launcher Spider, but you've overlooked one critical fact. He's nowhere near strong enough to eliminate the remainder of my Life Points." Mace said.

In response to this, the older Mirialan just snickered at Mace. Something that made him narrow his eyes and scowl in rage.

"What's so funny?" Mace demanded.

"Whoever said that I was attacking with my Dragon Champion?" Luminara asked. "I'm activating the magic of Monster Reborn!"

NOW Mace had something to worry about!

" **OH NO! THAT ALLOWS YOU TO REVIVE ANY MONSTER FROM EITHER DECK!"** Mace yelled in horror.

"Indeed. And I'm assuming you know which card I desire. THE REBORN; METALZOA!"

And in a flash of light, Metalzoa was back on the field in attack mode. Only this time, he was fighting against Mace. This was bound to be an epic win for Luminara Unduli, folks.

"I'm sorry to do this to you, Mace, but this must be done. **Metalzoa, ATTACK WITH MECHA CLAW STRIKE!"** Luminara commanded.

Metalzoa charged with its claws poised to strike, and sliced right through the Launcher Spider, causing it to shatter and go to the Graveyard. The remaining holograms disappeared, signaling the end of the duel.

"I can't believe this… I've lost…!" Mace said in disbelief.

 _ **(Mace Windu's LP: 0675 - 0000)**_

The crowd was going absolutely nuts over such a stunning performance. No one had been able to defeat Mace Windu in a duel before, and yet Luminara had done so with such ease. The two duelists were lowered from the podiums, and Mace did something he hasn't done in a long while during his dueling career.

He smiled and shook hands with Luminara.

"Good game, Luminara. This loss has opened my eyes, and shown me that there is room for improvement with my deck, and my dueling style." Mace said.

"I'm just happy that I got to duel one last time before my vision is lost." Luminara replied.

"Who says your vision has to go?" Mace asked before turning to Ahsoka and her friends. "A deal's a deal. Padawan Tano and company, pack your bags for a long mission. You're going to Duelist Kingdom!"

Ahsoka and the others nodded, and left the dueling arena to pack. But on the way to the coordinates where the ship would be, Ahsoka stopped to talk to Barriss.

"What's wrong, Ahsoka?" Barriss asked.

"Hold out your hand." Ahsoka said.

"Why?" Barriss asked.

"Just do it."

The Mirialan Padawan did so, feeling a bit uneasy about this. Ahsoka held her fist over Barriss' open palm and put something in it. When she moved her hand, it revealed one of the stars that was in the package from Industrial Illusions.

"What's this?" Barriss asked.

In response, Ahsoka held up a card that had a picture of her dueling gauntlet surrounded by ten of these stars.

"According to this card, a Star Chip is proof of one's eligibility to participate in the Duelist Kingdom Tournament. I want you to have that one, Barriss." Ahsoka explained. "You need that prize money to pay for Master Luminara's eye operation."

"Oh, wow. Thank you so much, Ahsoka. This means a lot. And don't worry, we'll help you beat Pegasus and get your grandpa's soul back!" Barriss declared. "That's a promise that I intend to keep!"

Ahsoka smiled and nodded at her friend before they left to pack up their things. It was going to be a long flight to Duelist Kingdom, and they'd need to be prepared.

"Oh, and by the way," said Barriss as she took four cards out of her cloak pocket. "I was thinking about adding these cards to my deck."

"Really? Which ones?" Ahsoka asked.

She took a look at them, and was thoroughly impressed.

"Raigeki, and a Kunai with Chain? Baby Dragon, and Shield and Sword? Sweet! With these new Magic and Trap Cards combined with your monsters, you'll have a really strong deck." Ahsoka praised.

"Excellent! I was hoping I'd made the right choices." Barriss said.

"But I think you'll need one more thing. Here," Ahsoka reached into her own cloak pocket, and pulled out a Monster Card depicting a wizard that was literally a living clock. "It could be helpful in a tight spot."

"Thank you, Ahsoka. I'll be sure to learn to make good use of it." Barriss said.

"I know you will, old friend. Now, come on. We gotta get ready."

And so, the two young duelists left to get their things together. It was going to be a long trip, and an even longer tournament. One that was bound to be full of challenges that would push them to the limit.

* * *

 _ *****To Be Continued…*****_

* * *

 _ **Last chance to vote on what type of deck Barriss should have! And feel free to tell me what you thought about the duel between Mace Windu and Luminara Unduli.**_


	4. Chapter 4

_*****I still don't own Yu-Gi-Oh, or Star Wars: The Clone Wars!*****_

 _ *****Quick AN: Ahsoka will use a few cards that aren't originally part of her deck for this duel only.*****_

* * *

 _ **Long ago when the Republic was still young,**_

 _ **Jedi and Sith played a game of great and terrible power.**_

 _ **But these "Shadow Games" erupted into a war that threatened to destroy the entire Galaxy,**_

 _ **Until a brave and powerful Jedi Grandmaster locked the magic away.**_

 _ **Imprisoning it within the mystical Millennium Items.**_

 _ **Now, five thousand years later, a Padawan named Ahsoka unlocks the secrets of the Millennium Puzzle.**_

 _ **She is infused with ancient magical energy,**_

 _ **For destiny has chosen her to defend the galaxy from the return of the Shadow Games just as the Grandmaster did,**_

 _ **Five thousand years ago…**_

* * *

 _ **Into a Hornet's Nest: Ahsoka Tano vs. Weevil Underwood!**_

* * *

The ship that Ahsoka and company had boarded to get to Duelist Kingdom on the planet Illusios was now coming out of hyperspace. Despite most of the staff and security on the ship being Droids, it was a very pleasant trip. Although, they did have one problem getting on board since Barriss and Ahsoka only had one Star Chip each, but they managed to work around that. Our young duelists were anxious to land and begin competing in the tournament so that they could save Ahsoka's grandfather from Pegasus.

"So, that must be where Pegasus is keeping your grandpa." Barriss stated as she and the others gazed out a window.

"Yeah. And I'm gonna have to search all over the island if I'm going to find him." Ahsoka replied.

But Anakin and the others didn't look like they were very confident.

"I don't know about this, Snips. Duelist Kingdom's a pretty big place. Finding your grandpa is not going to be easy." Anakin said.

Ahsoka knew this was true, but she wasn't going to let this fact deter her from her ultimate goal.

"Well, we gotta start somewhere." Ahsoka replied.

The ship managed to land without any complications, and the droid staff on board began to escort the competitors and guests onto the island. But as they were about to get off of the whole island was infested with Magnaguard Droids. The only difference being that their eye lenses are green instead of red.

"That's a lot of Droids." Anakin commented.

 _"Attention all duelist's, please disembark in an orderly fashion."_ said a Magna Guard over the intercom.

"Senator, what if one of those Droids realizes that we're Republicans and attacks us?" Obi-Wan asked, feeling a bit insecure. "It would probably be wiser to just find a ship and go back to Coruscant, right away."

"WE'RE IN THE MIDDLE OF SCENIC NOWHERE, OBI-WAN! Besides, Ahsoka needs all the support we can give her. So just try to act normal, and we'll be okay." Padmé said, stressing the word normal.

As our crew began to disembark, Ahsoka and her fellow Jedi put the hoods of their cloaks up to conceal their identities, for the most part. However, Obi-Wan was very nervous, and walking in a very stiff manner. Kind of like he was frozen in a block of ice for over a millennia.

" _Just remain cool. Act cool. Cool as a popsicle. Keep it cool!"_ Obi-Wan thought to himself.

But as he walked past a commander class battle droid, the machine took notice of him.

 _"Hey, you!"_

Obi-Wan froze as he freaked out. Had he been discovered? The others stopped and looked back, ready to help their friend. But it turns out this one was a false alarm.

 _"Don't look so nervous. You guys are our guests here."_ said the battle droid.

"TH-THAT'S RIGHT. I'm your guest." Obi-Wan replied with a bow.

He then ran off to catch up with the others. As Obi-Wan caught his breath, he couldn't help but feel relieved and humiliated at the same time. He was relieved that the whole thing was over, but was humiliated by the fact that he let a droid intimidate him.

"I think I gave myself a heart attack." Obi-Wan said clutching his fist where his heart would be.

"Way to play it cool, Obi-Wan. That didn't arouse any form of suspicion." Padmé said with heavy sarcasm.

"ALRIGHT! It's time for me to win this thing!" Barriss exclaimed, eager to start dueling. But that excited smile soon turned into a scowl. "And I think the one we'll have to watch out for the most in this tournament is Weevil. He would have destroyed your best card, had master Skywalker not stepped in! I'd love nothing more than to wipe that arrogant, cheating smirk right off his face!"

And with good reason, too. On the way to Duelist Kingdom, Weevil had explained to Ahsoka and Barriss that there would be many new rules in effect, and he attempted to destroy Ahsoka's Red-Eyes Flare Metal Dragon card. All so that he could win the tournament through cheap tricks and lies.

Fortunately, Anakin was there to stop Weevil from destroying the card using a couple of Force Suggestions. But Ahsoka and Barriss are still plenty pissed about this guy's trickery.

" _I'd love to give him a piece of my mind too, but I've got other things to worry about right now."_ Ahsoka thought to herself. " _I need to focus on stopping Pegasus, and getting back my grandpa's soul."_

A Magna Guard walked over and addressed the crowd.

 _"Attention all duelists, please follow the stairs to meet your host."_

Looking up, Ahsoka and the gang saw a staircase that lead to a stone castle like those used by kings in olden times. Our young Red-Eyes Duelist's eyes narrowed as she unconsciously bared one of her fangs.

"That castle has got to belong to Pegasus. It's the only place on the island that he could possibly use as a base of operations." Ahsoka theorized.

"Then let's get a move on!" Barriss urged.

Rather than waste time, the crowd began to move up the stairs to meet their host and the creator of Duel Monsters. But as the gang was walking up the steps, Padmé noticed something out of her peripheral vision. She looked over to her left to see… Asajj Ventress!? What's she doing here?

"Huh? Isn't that…"

"Is something wrong, Senator?" Anakin asked.

"It looked like… Ventress." Padmé informed.

"That bog witch? She's here!?" Ahsoka asked.

The others looked to the trees where Padmé claimed to have seen Ventress, but they saw nothing. Not even the slightest hint that she was there in the first place.

"Why would Ventress be here? Where is she, senator?" Obi-Wan asked.

They kept looking amongst the foliage for any sign of the Night Sister, but still found nothing. And that concerned Padmé greatly.

"I don't get it. She was right there, but now she's gone. Maybe my mind is playing tricks on me again." Padmé said to herself.

"Come along now, guys. We're on a rescue mission!" Barriss said.

But as they resumed their trek to the castle at the top of the stairs, Ventress reappeared from behind one of the trees. But the look in her eyes didn't seem to be her own. In fact, it seemed darker. Far more sinister than it should be, if that's even possible.

With the crowd in front of the castle, several of the competitors were surprised by the appearance of certain duelists, including some from the Regional Championship Tournament.

"Wow, look, that's Weevil Underwood. He's the regional champion!" said one duelist.

"And there's the runner-up, Rex Raptor!" said another duelist.

"And there's Mako Tsunami. He was ranked 3rd. Wow, these are some of the best duelists in the galaxy!" the first duelist said before asking "But where's the number one player of the Separatists, Count Dooku?"

"Didn't you here? A Jedi Padawan beat him! On his own turf too!" the second duelist informed.

"Really? Wow, I thought Dooku was the best."

"Not anymore. They say this Togruta girl called Ahsoka Tano is the one to beat now."

As they listened in on the conversation, Barriss couldn't help but give a smug grin and playfully nudge her friend. It was true that Ahsoka was without a doubt the strongest player in the galaxy now. But that didn't mean that she was gonna let the praise and glory go to her head.

 _"Attention, please gather around. Your benevolent host is anxious to greet you."_

Ahsoka growled and unconsciously clenched her fists. Flashbacks of what happened in her duel against Pegasus were replaying in her mind, making it difficult to keep her anger in check.

"Boy, would I like to get just five minutes alone with that sleemo…" Barriss said threateningly.

Pegasus arrived on the balcony with his ever present grin. A grin that served to infuriate Ahsoka to no end. And who can blame her?

* * *

 _ *****Flashback Begin*****_

* * *

" _I've measured the limits of your abilities, Ahsoka Tano, and when next we meet, we'll be dueling for far higher stakes!" Pegasus declared._

 _"You see, Ahsoka girl, I have discovered that given the proper incentive, anyone can be made to play my game!"_

 _A ghostly figure, no doubt his soul, was pulled from Acuzaa's body, and brought into the TV in a flash of white light. When it died down, Acuzaa appeared on the screen, distress clear in his facial expression._

 _"Ahsoka…"_

 _Our young Togruta heroine turned back to normal, and gasped at what she saw. She immediately ran to the TV, tears pooling in her eyes._

 _"GRANDPA…!"_

* * *

 _ *****Flashback Over*****_

* * *

" _I'm not leaving this island until I've saved my grandpa. No matter what Pegasus has in store for me!"_ Ahsoka thought to herself.

Pegasus merely chuckled as he seemed to read our young heroine's mind. The crowd began to cheer as Pegasus began his introduction to this tournament.

"Greetings, I am Maximilian Pegasus. It is my great pleasure and honor to welcome each and every one of you to the Duelist Kingdom! You stand before me the galaxy's greatest duelists, but come tournament's end, only one of you shall be crowned King or Queen of Games. I implore you all to assemble your dueling decks with care, with creativity, and with cunning. For this competition will test your dueling skills like never before!"

Pegasus then held up his hands to reveal one of the gloves like the one Ahsoka received, and two Star Chips.

"To track your progress in the tournament, you've each been given a Dueling Glove. You've also been given two precious Star Chips. You must wager these Star Chips at every duel you compete in. To advance to the final level of the competition for the chance to win the three million dollar/credit prize, you must win ten Star Chips. Ten Star Chips will admit you into my castle, where you'll be given the chance to face me in one final duel!" Pegasus explained.

As Ahsoka slipped on her own Dueling Gauntlet, she began to think about the situation at hand.

" _If my grandpa's soul is hidden away, I'd bet my Dueling Glove that he's in that castle. But I'll never be able to sneak in there with all those guards. We have no choice but to win enough Star Chips to get in there."_ Ahsoka though to herself.

Even Barriss and the others looked ready to take on anyone who stood in their way. Barriss more so than the others, due to the fact that she's fighting for that prize money in order to save Luminara's eyesight.

"This will be a dueling tournament like you've never seen before! State of the art dueling arenas cover this entire island, and intriguing new rules will be in effect. I could tell you what these new rules are, but what fun would that be? You'll discover them as you duel, or you won't last very long! Remember, fight boldly, think strategically, and duel mercilessly! You have one full hour to prepare; both your cards and yourselves. When the skies light up with fireworks, the duels will begin."

The crowd broke out into enormous cheers as Pegasus left the balcony. But as the silver haired man walked through the corridors of his castle, something sinister was going on in his head.

" _The duelists have arrived, Ahsoka has taken the bait, and the games are about to begin. Everything goes according to plan."_ Pegasus thought to himself.

" _I've got to win my way into that castle. I don't care if the Force thinks otherwise, I've got to get in there!"_ Ahsoka thought to herself.

* * *

 _ *****Later…*****_

* * *

Ahsoka and the gang were currently sitting in a small field, where Ahsoka and Barriss were making a few last minute adjustments to their decks. But at the same time, Barriss was beginning to have second thoughts about this whole competition.

"Ahsoka, I've been thinking. Maybe I'm really not cut out for this thing. I should probably just give you back your Star Chip." Barriss said.

"No, you keep it. After all, master Luminara is counting on you to win that prize money for her operation." Ahsoka said back, turning down her friend's offer to return her Star Chip.

"Thank you, Ahsoka." Barriss said.

"You'll be fine, Barriss. You just need to steer clear of the more experienced players." Padmé said, putting in her two cents.

"Indeed. It's all about working your way up." Obi-Wan added.

Barriss yelped as she was suddenly pulled into a headlock by Anakin, who proceeded to remove her cowl and mess up her shoulder length raven black hair.

"Trust us, you'll be fine!" Anakin added with a teasing smirk.

Before the Mirialan could retort, the sky lit up with color and explosions. And those fireworks meant only one thing on this island. And that thing is…

"It's time to duel!" Ahsoka declared.

* * *

 _ *****Later… Again…*****_

* * *

"So, what's the plan, Snips?" Anakin asked.

After giving Barriss a moment to fix hair from Anakin's surprise noogie, our group of Republicans began walking down a dirt path in their attempt to find opponents in this competition. And so far, Ahsoka at least knows who she wants to duel first.

"Well, I suppose I'll start off with Weevil. After all, I have a bone to pick with that wretched little worm." Ahsoka replied.

"I was hoping you were going to say that." Barriss said with a smirk.

"Isn't that him?" Padmé asked.

The others followed the Senator of Naboo's line of sight, and saw that she was correct. Standing on the right side of a fork in the road was the little sneak. His smirk never left his face, as he seemed to know something the others don't.

"It's him. **Weevil, I challenge you to a duel!"** Ahsoka called.

But rather than accept the challenge, the wretched little cheater ran in the opposite direction, laughing that annoying laugh of his. Ahsoka and the others stood there, dumbfounded by this new development.

"I can't believe it. He's just running away!" Barriss said in shock.

Ahsoka was the first to recover, and took off after the kid. Something that snapped the others out of their own stupors.

"What? AHSOKA, WAIT UP!" Barriss called as she ran after her friend.

As Weevil ran deeper and deeper into the forest with Ahsoka and the rest close behind, a swarm of moths suddenly appeared out of nowhere. It grossed out Padmé, but the Jedi were better able to ignore them.

"Huh!? Where'd all these moths come from!?" Obi-Wan asked.

"GROSS! THEY'RE DISGUSTING!" Padmé added.

Despite getting over the initial shock of the arrival of that moth swarm, Barriss and the others found themselves unable to keep pace with the young Togruta.

"She's fast for a teenager." Obi-Wan said.

"Maybe you're just getting slower in your old age, Obi-Wan." Anakin quipped.

"I'm afraid we won't be able to catch him like this. As long as the whole island's in bounds, he'll keep running all day!" Barriss added.

" _What's Weevil up to? He's wanted to duel me ever since we got on the shuttle, so what's his plan?"_ Ahsoka thought to herself. " _Wait a minute…"_

"What did he say on the shuttle?"

* * *

 _ *****Mini Flashback*****_

* * *

" _Everyone will soon learn that there are new rules on the island that require more strategy." Weevil explained._

* * *

 _ *****End Mini Flashback*****_

* * *

" _It must have something to do with the new rules. I'd better figure out what. And quickly."_ Ahsoka thought to herself.

Pretty soon, they managed to catch up to Weevil in a clearing surrounded by trees. And Ahsoka still had a lot of pent up anger to vent.

"There he is!" Anakin said.

"Welcome, said the spider to the fly. You won't get away this time, Ahsoka!" Weevil declared.

"It's time you payed for what you tried to do on the shuttle, Weevil!" Ahsoka growled.

The Millennium Puzzle began to glow once again, and triggered Ahsoka's transformation. Once again, her appearance became more mature, as if she'd aged to adulthood in the span of a few seconds.

"Alright, Weevil, let's see if you're as good at dueling as you are at running away." Ahsoka declared in her now more mature voice.

"Was I simply running away, or was I cleverly weaving you into my web?" Weevil mocked.

"It's time to duel!"

Weevil snickered a bit, his grin having grown from that statement.

" **AS YOU WISH!"**

The ground began to shake as something happened upon Weevil's outburst. Obviously, this new development caused some worry in our story's protagonists.

"WHA? IT'S AN EARTHQUAKE!" Obi-Wan cried in worry.

Weevil just continued to snicker with that annoying laugh and grin of his. An action that set off major alarm bells in Ahsoka's head.

"What have you done!?" Ahsoka demanded.

In response to this, the ground behind Weevil began to open up as something new rose up from beneath the surface. It was a huge dueling arena like the one used in the Regional Championship Tournament before. However, this one was rectangular in shape, and it had a set of projectors on each corner.

"It's huge…!" Padmé gasped.

Once everything had stopped, Weevil began to gloat.

"You just stepped into a hornet's nest! **And there's no way out!"** Weevil declared.

"What is that?" Ahsoka asked herself.

"These Duel Arenas must be set up all over the island! They certainly won't be like the duels back home." Barriss added.

"I'll just meet you on the field." Weevil said.

He ran over to the red side, and hopped onto the platform that would raise him up to the podium where the duel would take place. But something didn't sit right with our Jedi and Senator spectators.

"I've got a bad feeling about this. Weevil seems to be just a tad bit too confident." Obi-Wan observed.

"I noticed that you have only one Star Chip, Ahsoka. I guess that means that I'll have the pleasure of eliminating you from the tournament!" Weevil gloated before adding "Once you're gone, everyone else's Chips will be easy pickings."

"Not if I take your two first!" Ahsoka fired back.

"What?" Weevil asked.

He was a bit confused as to why his opponent would say such a thing, so Ahsoka decided to clear things up for him.

"This will be an all or nothing match for the both of us." Ahsoka explained.

Weevil just laughed in response to what he felt was a ridiculous notion.

"Why should I risk both my Star Chips when you only have one?"

"Because I have something else I think you'll want. My whole Duel Monsters deck." Ahsoka said, baiting Weevil.

And from the look on his face, I'd say the Insect duelist has taken the bait.

"So, you'd risk your grandpa's deck? Fine with me." Weevil said with a laugh. "Winning all your cards will be an excellent way to exterminate you once and for all!"

"Exterminate!?" Padmé asked in concern.

"DON'T LET HIM GET TO YOU, AHSOKA! SWAT THAT TWERP LIKE A MOSQUITO!" Barriss encouraged.

That's when a few random competitors arrived, and saw who was about to duel.

"Hey, it looks like there's a duel about to start."

"That's Weevil Underwood! But who's the girl that he's up against?"

"That girl is Jedi Padawan Ahsoka Tano. She defeated Count Dooku. And I happen to be her best friend, Barriss Offee. And this here is senator Padmé Amidala, and her two man servants."

In response to this, Anakin and Obi-Wan fell over anime style from being called man servants. Why'd Barriss even call them that?

"I never thought I'd see a Weevil/Ahsoka duel until the finals."

"Weevil's the regional champion! No way is some new kid going to beat him!"

The arena hummed to life as a holographic field that matched the environment appeared on the arena.

"Well, Ahsoka, my adoring public is waiting, so we should begin." Weevil said.

" **DUEL!"** they both declared.

 _ **(Weevil: 2000)**_

 _ **(Ahsoka: 2000)**_

Weevil drew a card from his deck, and smirked at what he could accomplish with its power.

"Let's see how you like my Killer Needle!" Weevil said as he played the card.

The arena hummed as Weevil's monster appeared on the field. It was a giant yellow hornet with a huge stinger.

 _ **(Killer Needle: Insect-Type/ WIND/ Level 4/ ATK; 1200/ DEF; 1000)**_

"It'll have to get through my Mammoth Graveyard first!" Ahsoka declared.

On her side of the field, a living mammoth skeleton appeared. It trumpeted as it was ready for a fight.

"This massive beast will match your bug point for point!" Ahsoka said confidently.

 _ **(Mammoth Graveyard: Dinosaur-Type/ EARTH/ Level 3/ ATK; 1200/ DEF; 800)**_

" **Attack!"** Ahsoka commanded.

The mammoth trumpeted and charged at its foe, ready to squash the annoying insect. But Weevil didn't seem all that worried. In fact, it almost seemed like he wanted Ahsoka to attack his wasp.

"Killer Needle, let's show the mammoth your stinger! **ATTACK!"** Weevil ordered.

His bug buzzed at high speeds towards the skeletal mammoth, and stung it right in the face. The end result was the Mammoth Graveyard crying out in pain before it was destroyed and sent to the discard pile.

" **NO!"** cried Ahsoka.

"Hmm, gone after one sting? He must be allergic." Weevil taunted.

" _I don't get it. Both creatures were evenly matched. It should've been a stalemate!"_ Ahsoka thought in confusion.

"Have you finally begun to realize why I lead you all the way to this forest area?" Weevil asked. "If you'll take a look closely, you will see that this field is an exact replica of our surrounding environment. One part wasteland, and one part forest. And what thrives in the forest? Bugs! The strongest, most powerful insects rule the forest! So as long as I play my monsters in the forest area, I get a Field Power Bonus! I guess you just weren't listening when Pegasus said that there would be exciting new rules in store for us. Maybe if you were smart enough to swipe the rules like I did, you'd be getting a Field Power Bonus instead of me!"

 _ **(Killer Needle: Insect-Type/ WIND/ Level 4/ ATK; 1200 - 1560/ DEF; 1000)**_

"He cheated! He lead us all the way out here because he knew he'd have an unfair advantage!" Anakin said in outrage.

"Go ahead, call me a cheater. You're just jealous that you didn't think to swipe the rules yourself. And because of that, Ahsoka is about to get stung!" Weevil gloated.

But instead of outrage, there was instead laughter coming from Ahsoka. Something that surprised Weevil, to say the least.

"What? How can you be laughing?" Weevil asked.

"If you really want to know, take a look at your ferocious Killer Needle now." replied a smirking Ahsoka.

" **W-W-WHAT!?"** gasped Weevil.

His monster began to erupt into a collage of light beams, and exploded right then and there. Naturally, Weevil was both pissed off and confused by this strange turn of events.

"OH NO, MY MONSTER! WHAT HAVE YOU DONE WITH MY MONSTER!?"

Weevil checked the stats of both monsters, and soon had an epiphany as to what truly happened.

"This makes no sense! My monster was super charged by the Field Power Bonus! But according to this, Ahsoka's mammoth somehow became just as powerful." Weevil said to himself.

"Looks like my mammoth got a Field Power Bonus from the Wasteland area, just like your bugs do from the forest!" Ahsoka said, taking her turn to gloat.

Weevil just growled in response to this as Ahsoka continued to explain her theory.

"The field point advantage was supposed to be mine alone!" Weevil growled.

"I kept thinking about something on the way to this planet. Why were we coming all the way to a remote island just to duel? But as soon as I saw this holographic display, it all came together. Every creature has a terrain that it does best on; kind of like a home field advantage. This island is a perfect spot for this tournament, because it contains every type of field imaginable. So when you deliberately lead me to this field, you were obviously hoping to acquire some kind of advantage."

Weevil growled once again. But those growls soon turned into laughter as the Insect duelist recovered from what was, in his book, a minor setback.

"You're awfully clever to have put it all together like that, Ahsoka. But figuring out one rule won't be enough. There are surprises hidden under every rock, and I know them all!" Weevil said.

"You can beat him, Ahsoka!" Padmé cheered.

"Don't let him psyche you out, Snips! He's bluffing!" Anakin added.

Both players drew a new card.

"Really? Then let's see how you handle this bluff." Weevil said.

The field hummed to life once again as a giant purple horned beetle appeared on Weevil's side of the field. It let out an abnormal roar as it glared at Ahsoka.

"My Hercules Beetle will find a way to crawl under your skin." Weevil declared.

 _ **(Hercules Beetle: Insect-Type/ EARTH/ Level 5/ ATK; 1500 - 1950/ DEF; 2000 - 2600)**_

" _Nuts! Even though I know about the Field Power Bonus, it's too late to rebuild my deck now. But maybe this combo will work."_ Ahsoka thought to herself.

She grabbed a card from her hand, and played it.

"I'll play my Red-Eyes Retro Dragon." Ahsoka said.

On her field appeared a smaller version of the Red-Eyes Black Dragon with intricate red tribal markings on it, and a pair of cog gears on its outer knees. It roared as it glared at its chosen target.

 _ **(Red-Eyes Retro Dragon: Dragon-Type/ DARK/ Level 4/ ATK; 1700/ DEF; 1600)**_

"And I'll also add this Dragon Nails card, using its to boost my monster's attack and defense points."

Sharp metal claws appeared over the Retro Dragon's own claws as it was engulfed in a dark aura. It roared as it felt its power rise to new heights.

 _ **(Red-Eyes Retro Dragon: Dragon-Type/ DARK/ Level 4/ ATK; 1700 - 2300/ DEF; 1600 - 2200)**_

Despite Ahsoka's monster clearly being stronger than his own, Weevil didn't seem to be intimidated. In fact, he seemed to be far more smug than before. If such a thing is even possible.

"You'll have to do a lot better than that!" Weevil declared. " **Hercules Beetle, attack!"**

The beetle reared up, and launched glowing energy blades from the underside of its carapace. But Ahsoka was confident that her Dragon would be able to squash that bug like the annoyance that it is.

" **Red-Eyes Retro Dragon, Magic Fire Attack!"** Ahsoka intoned.

The Dragon took a breath, and launched a blast of condensed magical fire at the beetle. But instead of incinerating it like it should have, the attack just fizzled out on contact. And the attack from the Hercules Beetle somehow destroyed the Red-Eyes Retro Dragon, even though it was stronger than the bug.

"Ahsoka's attack didn't so much as scratch that thing!" Obi-Wan said in disbelief.

"How can that be? Ahsoka's Dragon clearly had greater attack power." Barriss added.

Even Ahsoka was wondering what was going on.

"My fire should've incinerated your beetle! Is this another one of your tricks?" Ahsoka demanded.

"No, Ahsoka. I just thought you knew that all monsters with a Field Power Bonus were resistant to all magic based attacks. And seeing that my Beetle easily powered through your fireball, he has more than enough attack power left to cancel out your Dragon Nails power boost, destroy your Dragon, and continue to eat away at your Life Points! " Weevil explained/bragged.

And he was right. Due to the attack failing because of the Field Power Bonus, the effect of Dragon Nails was cancelled out, causing Ahsoka to take the difference as battle damage.

 _ **(Ahsoka: 2000 - 1750)**_

"Even that four eyed tick's weakest bugs are going to be tough to squash so long as that Field Power Bonus is in effect." Obi-Wan said.

"I know, but it's not like you can just turn it off." Anakin added.

"That Weevil is nothing more than a cheating sleemo!" Padmé said.

"It's your turn. Make your move!" Weevil demanded.

Ahsoka gritted her teeth, and took a moment to strategize.

" _Maybe I should use my next monster to defend. By putting it in Defense Mode, my monster will will take a hit, but my Life Points will at least be spared."_

Ahsoka placed her next card facedown horizontally, and ended her turn.

"So, we're defending now, are we? Very clever." Weevil commented. "Since I can't see your monster's defense points, I can't be sure I can beat it. But even your strongest defensive monster is no match for my Basic Insect!"

Weevil played his card, and the grasshopper once again showed up on the field.

 _ **(Basic Insect: Insect-Type/ EARTH/ Level 2/ ATK; 500 - 650/ DEF; 700 - 910)**_

"Not only does he get a Field Power Bonus, but I'm upgrading him with a Level 3 Laser Cannon,"

A more advanced version of Insect Armor with Laser Cannon appeared on the Basic Insect.

"And a Level 2 Power Boost!"

Twin turbines appeared on the Basic Insect's armor, increasing its power even more.

 _ **(Basic Insect: Insect-Type/ EARTH/ Level 2/ ATK; 650 - 2150/ DEF; 910 - 1110)**_

Now Ahsoka had something to be worried about. Especially given how much power the Basic Insect now has.

" _Kriff! His monster's so strong now, my defense won't be strong enough. And after it goes, my Life Points are next!"_ Ahsoka thought to herself.

"Now, Ahsoka, for all of the innocent insects that you have squashed, stomped, crushed, or fumigated, it's **PAYBACK TIME!"** Weevil declared.

The Basic Insect fired a blast from its laser cannon, causing Ahsoka to grunt from the backlash as her defense monster, the Red-Eyes Wyvern, was vaporized in an instant. A fact that seemed to please Weevil.

"You'll have to do better than that if you want to survive my insect's assault!" Weevil gloated.

"Then I'll play this card." Ahsoka replied.

She placed her card facedown horizontally, showing that it was a Monster Card. Something that seemed to please Weevil even more.

" _Hmm, another defense monster, no doubt. And I'll make sure that defending is all she can do!"_ Weevil thought to himself. Out loud, he said "I'm going to keep you in the defensive. Attack now, with any monster, and you will instantly activate this Trap Card!"

"This is so not good." Padmé said.

"Indeed. Weevil has Ahsoka caught between a rock and a hard place." Obi-Wan added.

"Yeah. With that Trap Card in play, she can't even counter attack!" Anakin said.

"Face it, Ahsoka, so long as my Trap Card remains on the field, you're powerless to stop me!" Weevil declared before asking "So, does my tightening web make you squirm?"

While Ahsoka was concerned about the current situation, she noticed one fatal flaw in what Weevil was doing.

" _He's so busy bragging that he isn't paying any attention to the moves I make. Maybe I can use this to my advantage, and set a little trap of my own."_

She placed a card facedown, and was right about Weevil not paying attention to what was going on.

"Face it, Ahsoka, you're powerless to do anything against me! And while you're pinned down, I can attack you any time I want! Each time you cower, I create a new monster!" Weevil declared.

And just to prove his point, Weevil summoned a new monster to the field. Ahsoka just silently drew a card, and ended her turn. Once she did that, Weevil summoned yet another monster. And on her next draw, Weevil began to grandstand as he summoned yet another bug.

"Keep drawing, Ahsoka. My army of insects just keeps getting bigger. I'm going to wipe out your Life Points in one bug blitzkrieg!"

But Ahsoka seemed to be expecting something like this.

" _That's right, Weevil. Put all your monsters on the field. That's exactly what I'm counting on."_ Ahsoka thought to herself.

Down with the spectators, Ahsoka's friends were surprised that the Togruta wasn't freaking out with these odds.

"Dang, just look at Snips up there." Anakin said.

"I know, master Skywalker. When she duels, it's almost as if she becomes an entirely different woman!" Barriss added.

Weevil snickered as he added a new card to his hand.

"Well, what do you know, I'm down to my last monstrous Insect. And you know what that means. You're about to be exterminated!" Weevil declared.

"We'll see what my cards have to say about that!" Ahsoka fired back.

She drew her next card, and inwardly cheered as she knew this card would be essential for her plan to work.

" _Perfect! One of my Red-Eyes Black Dragons! There's no way Weevil can resist one of them as a target."_ Ahsoka thought to herself before saying "Get ready, Weevil. I defend with the Red-Eyes Black Dragon!"

"Excellent, I'll destroy your very favorite card first!" Weevil said gleefully. "Now, my pet, power up your laser cannon."

The weapon mounted to the Basic Insect's back hummed as it began to build up power for an attack, and while Weevil snickered, Ahsoka smirked.

" **ATTACK!"** Weevil commanded.

That's when Ahsoka began to laugh. An action that both confused the Insect duelist, and put him on edge.

"Wh-Why are you laughing!?" Weevil asked.

"Simple, really. It's because you aren't the only one who can set a Trap Card!" Ahsoka replied.

"Wh-Wh-What!?"

"You were so busy grandstanding that you neglected to pay any attention to the other card I played." Ahsoka explained.

"B-B-But I thought they were all Monster C-C-Cards." Weevil stuttered.

"Not all. While you were busy loading the field with your bug monsters, I prepared a special surprise; the ppower of my Mirror Force Trap Card!" Ahsoka declared, revealing her card.

" **HOLD YOUR FIRE!"** Weevil cried out desperately.

But it was too late. The Basic Insect had launched its attack, causing the Red-Eyes Black Dragon to appear and be shielded by a reflective forcefield that shattered into energy beams that shot back to Weevil's side of the field

"Too late, Weevil, you've already ordered your attack on my Red-Eyes Black Dragon. And Mirror Force reflects it right back at you!" Ahsoka declared.

Weevil gasped in horror as his monsters were destroyed by his own attack. And his Life Points went with them.

"MY LIFE POINTS ARE DEVASTATED!" Weevil cried in horror.

 _ **(Weevil: 2000 - 0555)**_

"Yes!" Ahsoka said in triumph.

She could hear her friends cheering for her from the sidelines, and felt greater strength than before thanks to their moral support. But Weevil wasn't so happy about this outcome.

" _She obliterated my army of beautiful bugs! How dare she!"_ Weevil thought in outrage.

"You're a liar and a cheat, Weevil, but it was your overconfidence that lead to this. Your insects are decimated, your Life Points are low, and as you yourself said, you've used up all of your monsters!" Ahsoka chastised.

But rather than get nervous, Weevil was actually smirking at this new development. But why?

"Actually, I lied about that too." Weevil said.

Oh, that's why.

Ahsoka gasped as her eyes widened.

"I still have my most unconquerable Insect waiting in the wings. And this formidable creature will be the one to swat you down, once and for all!" Weevil declared arrogantly.

* * *

 _ *****To Be Continued...*****_

* * *

 _ **Okay, sorry this one took so long. But here are the stories I plan to update next.**_

 _ **Rosario GX**_

 _ **Duelist of the Three Virtues (Possible Challenge)**_


	5. Chapter 5

_*****I still don't own Star Wars: The Clone Wars, or Yu-Gi-Oh!*****_

* * *

 _ *****Previously on Star Wars: Duelist Kingdom Saga…*****_

* * *

 _ **"Now, my pet, power up your laser cannon."**_

 _ **The weapon mounted to the Basic Insect's back hummed as it began to build up power for an attack, and while Weevil snickered, Ahsoka smirked.**_

 _ **"ATTACK!" Weevil commanded.**_

 _ **That's when Ahsoka began to laugh. An action that both confused the Insect duelist, and put him on edge.**_

 _ **"Wh-Why are you laughing!?" Weevil asked.**_

 _ **"Simple, really. It's because you aren't the only one who can set a Trap Card!" Ahsoka replied.**_

 _ **"Wh-Wh-What!?"**_

 _ **"While you were busy loading the field with your bug monsters, I prepared a special surprise; the power of my Mirror Force Trap Card!" Ahsoka declared, revealing her card.**_

 _ **"HOLD YOUR FIRE!" Weevil cried out desperately.**_

 _ **But it was too late. The Basic Insect had launched its attack, causing the Red-Eyes Black Dragon to appear and be shielded by a reflective forcefield that shattered into energy beams that shot back to Weevil's side of the field**_

 _ **"Too late, Weevil, you've already ordered your attack on my Red-Eyes Black Dragon. And Mirror Force reflects it right back at you!" Ahsoka declared.**_

 _ **Weevil gasped in horror as his monsters were destroyed by his own attack. And his Life Points went with them.**_

 _ **"MY LIFE POINTS ARE DEVASTATED!" Weevil cried in horror.**_

 _ **(Weevil: 2000 - 0555)**_

* * *

 _ ** _The Ultimate Great_ Moth**_

* * *

It was a spectacle that no one had ever dreamed of happening. A rookie duelist like Ahsoka Tano wiping out a whole army of Weevil Underwood's insect monsters.

"Would you look at that! What a great play!" Barriss said in awe.

"She just took out all of those bugs in one fell swoop." Obi-Wan added.

"Snips might actually pull this off." Anakin commented.

"Alright, Ahsoka, way to go! You got him on the ropes now!" Padmé cheered.

The Senator of Naboo and her Jedi companions were broken from their excitement when they heard an obnoxious laugh.

"Yeah, right!" scoffed what sounded like a woman.

Padmé and the others turned around to see a blonde woman wearing a white corset under a royal purple jacket, purple skirt, and knee high boots that were of the same color. She was smirking with an air of serious arrogance about her.

"Mai…" said a less than enthusiastic Obi-Wan and Anakin.

Yup, this woman is known as Mai Valentine, and she's someone that no one in Ahsoka's entourage could stand. They spoke a bit on the ship to Duelist Kingdom, but clearly made it a priority to avoid her due to her arrogant, know-it-all attitude.

"You losers clearly don't know who your girlfriend is up against. Weevil's the Regional Champion. He's got moves your shrimp of a Togruta couldn't even DREAM of." Mai stated.

See what I mean? And it looks like Padmé doesn't at all like this girl calling her friend and surrogate daughter a loser.

" _Why that no-good little… how DARE she talk about Ahsoka like that!?"_ thought Padmé. Out loud, she said "Nobody asked you! So why don't you do us all a favor and get lost before I wring your neck!"

"Yeah, and who do you think you're calling a loser? This woman is the Senator of Naboo, for Force's sake!" Anakin added, clearly upset that this blonde bimbo was calling his secret wife and his Padawan losers.

"And miss out on the chance to watch a champion like Weevil as he turns this around? No way." denied Mai.

"As much as I hate to say it, she's got a point. Weevil certainly used a lot of strategy and trickery to win the regionals." Barriss admitted.

"Yes, he's one tough bug. Sneaky, but tough." Obi-Wan added.

"WHO'S SIDE ARE YOU TWO DOLTS ON, ANYWAY!?" Padmé demanded.

"Senator, all I'm saying is that for Ahsoka, this is her first official duel. Add in the fact that she's dueling against a champion, and you can already tell that this is going to be tough to win." Barriss explained.

As much as she and Anakin hated to admit it, Barriss was right. Against a championship duelist like Weevil, this match would be tough to win. But that didn't mean they had to like it.

" _Mai, you bleach blonde troublemaker! Just wait till I get my hands on you…"_ thought Padmé as she glared at Mai.

Back up on the field, Weevil was growling due to losing all of the monsters he'd gotten on the field. He hated the fact that this foolish alien had managed to get his Life Points this low, and that he killed off his army of beautiful bugs.

"You may have wiped out my army of insects, Ahsoka, but you haven't won! I still have plenty of insects in my deck just waiting to eat away at your Life Points!" Weevil growled.

"You know, for someone claiming to have led me to a hornet's nest, your buzz is worse than your sting." Ahsoka quipped.

Weevil just smirked as a new strategy formulated in his mind.

"Enjoy this small victory while you can. I'm gonna wipe that smug grin off your face, permanently!" Weevil declared. "Now, let's see which lucky bug gets to take the first bite."

The Insect duelist snickered as he selected a card from his hand.

"Oh, but this little bug won't stand a chance against all of Ahsoka's ferocious dragons. Oh well, I'll play him in Defense Mode." Weevil said, feigning resignation.

But he smirked and inwardly cackled as he placed his monster card face-down. Whether he was baiting her or trying to buy more time for himself, I don't know. But I do know that whatever it was, Ahsoka didn't look like she was going to fall for it.

"That would have been a good bluff, but I still haven't forgotten about the Trap card you played." Ahsoka informed.

* * *

 _ *****Mini Flashback…*****_

* * *

" _ **Attack now, with any monster, and you will instantly activate this Trap Card!"**_

* * *

 _ *****Mini Flashback End*****_

* * *

" _I can't risk an attack so long as Weevil has that Trap card on the field. If I attack, it'll activate and destroy every monster I have on the field."_ Ahsoka thought to herself as she tried to think of something. " _But what if I get my monsters off the field first, and then destroy Weevil's trap? That's it!"_

Ahsoka first drew her card, and smirked as she saw it was exactly what she needed this turn.

"I'll spring your trap, Weevil! But first," Ahsoka played her Spell. "The Monster Recovery card; it allows me to call back all monsters that I currently have on the field! All dragons, return to your cards!"

Her Red-Eyes Black Dragon and her Black Stone of Legend returned to their cards, making Weevil grimace slightly.

"And now that all of my monsters are safe in my deck, the recovery card also lets me draw a new hand." Ahsoka explained as she reshuffled her deck.

She drew five new cards consisting of Red-Eyes Black Dragon, Red-Eyes Black Chick, Summoned Skull, Red-Eyes Fusion, and Cards of the Red Stone.

"Now all I have to do is sacrifice one of my weaker monsters, and get rid of that trap. And as much as I hate to do this, I know just the one to do the job."

Ahsoka selected her monster, and placed it on the field.

"Red-Eyes Black Chick, attack!"

In a flash of light, the small Dragon hatched from a red egg and got ready to fight.

 _ **(Red-Eyes Black Chick: [Dragon|Effect] DARK/ Level 1/ ATK; 800/ DEF; 500)**_

NOW, it looked like Weevil had something to worry about. And it showed as his trap activated.

"NO!" Weevil cried.

A giant hook worm appeared on the field, and lunged at the Red-Eyes Black Chick. It bored into the youngling, causing it to explode and take a chunk out of Ahsoka's Life Points.

"Trap cards only work when they catch you by surprise. Next time, don't give away your plans so easily." Ahsoka chastised.

 _ **(Ahsoka: 1750 - 800 = 950)**_

But instead of getting angry, like Ahsoka thought he would, Weevil just burst out laughing like a maniac. Something definitely isn't right here.

"I didn't! I don't give a bee's behind about that stupid trap!" proclaimed Weevil.

Ahsoka gasped in horror, realizing that she'd just been played.

"I tricked you into recalling all of your stronger monsters, SO YOU COULDN'T ATTACK THIS!"

Weevil flipped up his face-down monster, and his field hummed to life as he revealed what it was. Turns out, the monster is a squirming green caterpillar with blue and yellow markings, and three sharp yellow horns on its head. And even with the Field Power Bonus, it's still pretty weak.

 _ **(Larvae Moth: [Insect|Effect]/ EARTH/ Level 2/ ATK; 500 + 150 = 650/ DEF; 400 + 120 = 520)**_

" _It's just a simple little Larvae Moth. That monster isn't much of a threat on its own. What the heck is Weevil up to?"_ Ahsoka thought to herself.

As if reading her mind, Weevil decided to elaborate his admittedly ingenious plan to defeat her.

"Sure, he's just a little slug now," he said before playing a new card. "But the Cocoon of Evolution will change all that!"

"WHAT?" gasped Ahsoka.

"Isn't it beautiful?" Weevil asked.

Okay, beautiful may be a bit of a stretch. Because that darn bug began to writhe and wriggle in a way that just makes your insides turn inside out. Even Ahsoka was grossed out beyond belief as the Larvae Moth began to weave silk around its body. The spectators were having an even tougher time holding down what was left of their breakfasts.

"Ugh, I think I'm going to be sick…" groaned Barriss, looking greener than usual.

"I can hardly believe what I'm seeing. Weevil is having his bug seal itself in a cocoon…!" Obi-Wan gasped.

" _I told those chumps Weevil would turn this duel around."_ thought a smug looking Mai.

Pretty soon, Weevil's little caterpillar finished sealing itself in a thick, pink, veiny cocoon. It was a spectacle that was both astounding, and disgusting beyond belief.

"BEHOLD, MY COCOON OF EVOLUTION!" Weevil proclaimed with a cackle. "Within that cocoon sits my tiny little Larvae Moth. And over the next five turns, he will undergo a startling transformation; FROM HARMLESS CATERPILLAR TO UNSTOPPABLE GREAT MOTH!"

"Then I'll pop that cocoon like a party balloon before you have a chance to bring it out!" Ahsoka declared.

"Easier said than done, Ahsoka, for the Field Power Bonus that I get from the forest increases its Defense Points! It will make my Cocoon so strong, you won't be able to so much as scratch its surface!" Weevil declared. "Just five more turns, Ahsoka. In five turns, my Great Moth will fully evolve and finish you off!"

 _ **(Cocoon of Evolution: [Insect|Effect] EARTH/ Level 3/ ATK; 0/ DEF; 2000 + 600 = 2600)**_

Our young Red-Eyes duelist silently cursed to herself upon seeing the major defensive power boost that the Cocoon of Evolution had gained.

" _This isn't good. While I sit here and do nothing, that bug will get bigger and stronger with each passing second! I have to figure out a way to break open that cocoon and keep that Larvae Moth from reaching its fifth stage of evolution! But do I have a card that's strong enough to stop it?"_

She drew a card, and saw that it just might help her. So, she slapped it onto the field and hoped that she might make some form of progress.

" **Summoned Skull,"** yelled Ahsoka.

Her field hummed to life as a monster with great power rose up onto the field. It looked like a living, fiendish skeleton over a massive wall of purple flesh with devil wings on its back.

 _ **(Summoned Skull: [Fiend|Normal] DARK/ Level 6/ ATK; 2500/ DEF; 1200)**_

The bony fiend charged at its enemy with its massive claws raised to strike.

" **Slice open that cocoon like a patient in surgery!"** Ahsoka commanded.

The skull brought its claws down on the cocoon, but instead of dealing any damage, they just harmlessly bounced off of the silky little pimple. This caused the Summoned Skull to stagger back to its side of the field.

"Nuts, the Field Power Bonus is making that thing too strong!" Barriss yelped.

"That's one turn down! Care to try again?" Weevil mocked.

" _That cocoon is just too tough the way it is now! And for every attack that fails, my Life Points are lowered…!"_ Ahsoka thought to herself as her Life Points dropped.

 _ **(Ahsoka: 950 - 100 = 850)**_

"Not good…" said a concerned Padmé.

"Hang in there, Snips! You'll find a way to stop that thing!" Anakin encouraged.

But Mai just laughed her annoying laugh once again.

"And what are you laughing at!?" Padmé demanded.

"All that stupid cheerleading you're doing. You make it sound as if your little Togruta has a chance." Mai mocked.

Naturally, this comment royally pissed off the Senator of Naboo. And it showed as she was red in the face from anger with anime steam coming out of her ears.

"OF COURSE SHE DOES-"

Padmé wanted to throttle Mai for talking bad about her friend, but was held back by Anakin. He too wanted this blonde woman to learn a thing or two about humility, but he didn't want Padmé to face assault charges.

"Calm yourself, Senator. Attacking her isn't going to prove anything." Anakin reasoned.

That's when Mai let them in on a little piece of information.

"Every duelist that's gone up against Weevil's Cocoon of Evolution has been totally trashed!" Mai said.

"ALL of them!?" Anakin, Obi-Wan and Barriss asked incredulously.

"But Ahsoka has us to help her through it…" Padmé trailed off.

" _Hmph! She'll need a whole lot more than you losers."_ Mai thought to herself.

Back on the field, Weevil began to taunt his opponent.

"Hear it growing? The longer you stand around, the more powerful it becomes!"

Ahsoka just gritted her teeth, baring one of her fangs at the annoying bug duelist.

" _I have to stop that bug from growing while I still have the chance! But even my Summoned Skull couldn't pierce through that dumb cocoon!"_ Ahsoka thought to herself.

"Tick, tock, tick, tock. Just four more turns, and my Great Moth will be ready to utterly annihilate you from the tournament!" Weevil said as he drew a card.

Ahsoka drew her next card, and saw that it was her second Red-Eyes Wyvern.

" _Maybe I should set up a defense in case I really can't stop that thing."_ Ahsoka though as a contingency plan.

As she set her card in Defense Mode, Weevil seemed to enjoy watching her attempt to buy time. And obviously, he couldn't see the strategy behind this.

"You're wasting your turn! No defense you create will save you once my moth is out! And once he is, I'll have the great pleasure of eliminating you once and for all!" Weevil declared.

By now, Anakin was fed up with this four-eyed bug insulting his Padawan.

"Don't listen to him, Snips! You need to remember, your grandpa's counting on you to win this thing!" Anakin reminded.

"I know." Ahsoka said grimly.

"Then you can't let this twerp keep pushing you around! Ahsoka, you need to get fired up!" Anakin encouraged.

" _Wait, that's it! Get fired up!"_ Ahsoka thought as realization struck her like a ton of bricks.

"So do you losers sit around coming up with these lame cheers, or do they just come to you? I mean, don't you realize that your lame cheerleading only distracts Ahsoka from the game?" Mai asked in a bored voice.

"Do you seriously have nothing better to do than put down others for your own amusement?" Barriss asked. "I bet no one has even bothered to cheer YOU on, let alone care enough to be your friend."

"Friendship hasn't done anything good for Ahsoka. She's losing." Mai replied as a rebuttal.

But as Mai looked back to the Togruta, she saw that Ahsoka was grinning at her friends, giving them a great big thumbs up. Seeing this caused the Senator and her Jedi escorts to break out into grins of their own, knowing that this duel was about to turn around once again.

"Well, Mai, from the look on Ahsoka's face, I'd say that having friends just did help Ahsoka. So, there!" Padmé gloated.

As the Senator of Naboo immaturely blew a silent raspberry at Mai, the blonde woman was contemplating about what was really going on here.

" _Bratty senator. How can Ahsoka possibly stop Weevil and his Cocoon of Evolution?"_

"RED-EYES BLACK DRAGON, TAKE FLIGHT!"

Ahsoka played her card, and her legendary rival to the Blue-Eyes White Dragon appeared on the field. It screeched with power as it took to the skies.

 _ **(Red-Eyes Black Dragon: [Dragon|Normal] DARK/ Level 7/ ATK; 2400/ DEF; 2000)**_

"And I'll combine him with this magic card!" Ahsoka declared, placing a card in her Spell/Trap zone.

A white light shot up and enveloped Ahsoka's Red-Eyes Black Dragon, making the beast roar as it felt a new power surge up inside of it.

"Attack with Dark Hell Flame!"

This time, instead of shooting the trademark red fire from its mouth, Red-Eyes shot a torrent of black fire at the Cocoon of Evolution. The flames bounced harmlessly off the cocoon, but that's not all that was happening. Something that Weevil didn't seem to notice.

"What do you think you're doing? You know your little firefly can't hurt my cocoon." Weevil demanded.

Ahsoka just gave a laugh in response, infuriating Weevil even more.

"What's so funny?" growled Weevil.

"Who ever said I was aiming for your cocoon?" Ahsoka asked.

Upon seeing Weevil's confused face, she decided to elaborate for him.

"I combined this Burning Land magic card with my Red-Eyes Black Dragon to destroy the forest all around your cocoon."

As proof of this little proclamation, we see that the forest parts of the field have been burned away to cinders, leaving only a charred Cocoon of Evolution on the field. Something that definitely seemed to worry the Insect duelist.

"NO FOREST!? That means… I lose my Field Power Bonus!" exclaimed Weevil.

"That's right. Your cocoon was too tough to attack head on, but without your Field Power Bonus, it's just a big target!"

 _ **(Cocoon of Evolution: [Insect|Effect] EARTH/ Level 3/ ATK; 0/ DEF; 2600 - 600 = 2000)**_

Weevil began to freak out as his Cocoon of Evolution became weak enough to bust open. And from the look on Summoned Skull's face, the charred wad of silk was in some serious trouble now.

"Let's try this again. **Summoned Skull, ATTACK!"**

The monster charged at the Cocoon with its claws raised to attack. Only this time, when the attack landed, it actually yielded some positive results. Namely, ripping open the Cocoon of Evolution like it was made from paper mache.

"She's done it!" Obi-Wan exclaimed.

"Yeah!" Barriss and Padmé cheered.

"Popped it open like a bad zit!" Anakin added.

But as the dust settled, the cocoon was still standing, even though it had a huge hole in it. And once again, Weevil snickered as he didn't seem to be a little too calm in this situation. And Ahsoka had a feeling she was about to find out why.

"Is it still alive?" Padmé asked as she and the others searched the field.

"I don't know, but I've got the strangest feeling that the tides of this duel are about to be turned around again." Anakin replied.

As the spectators looked on, they tried desperately to find any signs of Weevil's monster being alive. But so far, all that was on the field were Ahsoka's monsters; the Summoned Skull, the Red-Eyes Black Dragon, and Weevil's busted Cocoon of Evolution.

"See anything?" Padmé inquired.

Suddenly, there was an insectoid screech as the remains of Weevil's Cocoon of Evolution burst into dust. The onlookers and Ahsoka gasped as they saw something moving from within the smoke cloud.

"It's… still alive…!" Anakin gasped.

"You're surprised?" Mai asked using a rhetorical question.

That strange screech resounded through the area again, as something began to move out of the remains of Weevil's Cocoon of Evolution. Weevil snickered even more, while Ahsoka growled as her species' natural fight or flight reaction began to kick in.

"It must have evolved enough to survive…!" Obi-Wan gasped.

"I'm not too shocked about that, master Kenobi. While I was learning how to play Duel Monsters from Acuzaa, he taught me that Insect cards can be some of the most powerful and trickiest cards in the game, when used correctly." Barriss explained.

"I told you guys Weevil was good." Mai bragged.

"I'm impressed that you slashed through my cocoon, Ahsoka, but you failed to stop the coming of my ultimate insect; the Great Moth!" Weevil declared arrogantly.

The Great Moth was a giant green insect with yellow markings, horns and spikes on its head, two green spikes at the end of its abdomen, and a spherical red gem in the center of its neck. It's wings are green with yellow and red markings, but its body looked more like that of its Larvae Moth predecessor.

 _ **(Great Moth: [Insect|Effect]/ EARTH/ Level 8/ ATK; 2600/ DEF; 2500)**_

"But I thought it took five turns." Ahsoka said in confusion.

Weevil merely snickered in response.

"So you stopped him one turn early, he's still strong enough to destroy you!" Weevil bragged.

"Oh no…" muttered Padmé.

And Mai seemed to be getting even more smug by the minute.

" _Hah! I don't hear these windbags cheering now. The Great Moth is an unbeatable creature! No amateur like Ahsoka can hope to hold a candle to such a monster!"_ Mai thought to herself.

Ahsoka gritted her teeth and inwardly cursed her bad luck.

" _Weevil turned this duel around AGAIN! He's pretty confident that his Moth is unbeatable, but no monster is without its weakness."_ Ahsoka thought to herself.

"Do you finally realize that you're outclassed, Ahsoka? Or are you simply enjoying your first major league dueling loss?" Weevil taunted.

At first, Ahsoka said nothing as she scowled at the Insect duelist. But then a grin made its way to her lips.

"You may have gotten your prized monster onto the field, but I'll still find a way to squash that oversized bug!" she taunted back.

And Weevil certainly didn't take too kindly to that.

"You'll pay for that stinging remark with your Life Points!" Weevil declared.

"Bring it on!" Ahsoka fired back.

" **Great Moth, take flight!"** Weevil ordered.

The Insect monster flapped its giant wings, kicking up a small wind, and easily lifting off the ground. Ahsoka knew this would be a challenge, but she was ready for it.

"Fine, then, we'll settle this in the sky!" Ahsoka growled.

With both the Great Moth and the Red-Eyes Black Dragon in the air, it was a veritable clash of the titans amongst these two mighty Duel Monsters. Weevil was sneering as he took a look at the current stats.

" _Ahsoka's dragon is no match for my Great Moth, and none of her land monsters are capable of attacking me in the air! But which monster should I destroy first?"_

As Weevil began planning, he remembered a certain skeletal fiend that helped hatch his monster.

"I think it's high time I pay back your Skull for demolishing my cocoon." Weevil snarled.

" _My Skull! He's a key player in my forces! I can't afford to let Weevil destroy him!"_ Ahsoka thought to herself.

"This is it, Ahsoka! My next attack will crush your defense, kill your Skull, and blast your Dragon from the sky!" Weevil declared.

"Not if I can help it!" replied Ahsoka.

She quickly selected a card from her hand, and slapped it down on her Spell/Trap zone. But Weevil seemed to be too obsessed with his Moth to notice this crucial detail, let alone notice exactly what card it was.

"BUT THAT'S JUST IT, YOU CAN'T HELP IT! **MOTH, HURRICANE ATTACK!"**

The Great Moth stilled its wings and shot twin hurricanes from the eyespots, destroying Ahsoka's Red-Eyes Wyvern that she'd set earlier.

" _Kriff, there goes my defense!"_ Ahsoka thought bitterly.

" **It's hopeless! Nothing can withstand the gale force winds of my Moth Hurricane, and now your Summoned Skull is doomed!"** Weevil bragged.

The fiend monster roared as it was engulfed in the winds of the giant insect's attack. Satisfied by the result, Weevil had his monster finish its attack so he could survey the damage.

"That'll teach her to mess with my cocoon!" Weevil said to himself.

"I don't think so, Weevil." countered Ahsoka.

Upon seeing Weevil's confused face, our young heroine decided to fill him in on her plan of attack.

"You were so busy bragging about how great your Moth was that you failed to notice that I played a Red-Eyes Fusion card."

"But… I thought…" Weevil trailed off.

"If I have two or more compatible monsters on my field, I can merge them into one ultimate creature!" Ahsoka declared.

The new monster that arose onto the field was a monster that looked like a much more muscular version of the Red-Eyes Black Dragon. However, it was now more of a dark grey color, and seemed to be made primarily from the Summoned Skull.

"I'm not some beginner, I know what fusion does." Weevil said.

"Then you must know that it also raises my attack power." Ahsoka fired back. "My Black Skull Dragon is now powerful enough to utterly annihilate your Great Moth!"

 _ **(Black Skull Dragon: [Dragon|Fusion] DARK/ Level 9/ ATK; 3200/ DEF; 2500)**_

Normally, any sane duelist would be afraid of such a beast. But Weevil just laughed his annoying laugh once again.

"I wouldn't be so sure about that, Ahsoka. Look again!"

She did just that, and was horrified. Steam was beginning to rise off of her dragon's body as time went on. But that isn't all that was happening…

 _ **(Black Skull Dragon: [Dragon|Fusion] DARK/ Level 9/ ATK; 3200… 3100… 3000… 2900… 2800…)**_

"My dragon; he's losing points! But how? And why?" Ahsoka asked.

"It's poison, Ahsoka. Poison particles from my Great Moth. Each time it unleashes its hurricane attack, it releases tons of these tiny, toxic particles! And your Black Skull Dragon is being poisoned by the deadly touch!" Weevil explained.

" _Oh no! My dragon's losing points as time goes by, and I don't have a card in my hand that can help! But I have faith that my grandpa's deck won't let me down."_ Ahsoka thought as she drew her next card.

She looked at it, and you could practically taste the tension in the air.

"Alright, Weevil, prepare to be rained out! I play Makiu, the Magical Mist!"

Weevil gritted his teeth in anger as Ahsoka's magic card used its power to literally rain out the poisonous particles in the air.

"No, my poison! YOU'RE WASHING IT ALL AWAY!" Weevil shouted.

"You're right about that. Magical Mist washes the field clean with its power over the elements!" Ahsoka replied.

"No fair! I was about to win, and you save yourself with a little drizzle!?" Weevil said in outrage.

" _That's true. I did save my dragon, but that's not all I did…"_ Ahsoka thought cryptically.

"Alright then, you may have stopped my poison attack, but I promise you've only won a brief reprieve! Because my next move is one that you won't be able to think your way out of! Brace yourself for my ultimate insect's ultimate attack!" Weevil ranted.

 _ **(Great Moth: [Insect|Effect]/ EARTH/ Level 8/ ATK; 2600/ DEF; 2500)**_

 _ **(Black Skull Dragon: [Dragon|Fusion] DARK/ Level 9/ ATK; 3200 - 1300 = 1800/ DEF; 2500)**_

" **Great Moth, TORNADO OF DOOM!"** Weevil commanded.

The jewel within the insect monster's neck began to flash rapidly as wind energy began pooling within its legs. Ahsoka could only gasp and watch in horror as the Great Moth shot a tornado from the energy within its legs. Poor old Black Skull Dragon didn't stand a snowball's chance in hell in his weakened state.

" **A direct hit!"** Weevil yelled before laughing like a deranged hyena. "YOUR LITTLE RAIN STORM DIDN'T SAVE YOU THAT TIME, NOW DID IT? Your dragon's toast,"

 _ **(Ahsoka: 850 - 800 = 50)**_

"And you're almost out of Life Points." Weevil gloated.

"Hang tough, Snips, you can come back from this!" Anakin cheered.

"You're all delusional." Mai insulted.

"No, Ani's right. We've known Ahsoka for a long time. She never gives up, and we never give up on her." Padmé fired back, defending her friend's honor.

But Mai wasn't so convinced. I tell you now, this girl has absolutely zero respect for anyone but herself.

"You're nuts. Weevil's just annihilated Ahsoka's strongest monster combo. She's down to fifty measly Life Points. She can't win, so do me a favor and stop yapping." Mai droned.

"Senator Amidala certainly won't stop "yapping", you selfish, pompous, bleach-blonde, know-it-all windbag!" Barriss said. "Why don't YOU do US a favor and take a hike! Right, master Skywalker?"

"Yeah, you said it. Just ignore her, girls. Snips is in trouble!" Anakin replied.

"We know, but what can we do?" Padmé asked.

"I don't know, but it would be great if we could somehow trade Mai in for Life Points." Anakin replied.

That comment caused Padmé and Barriss to fall over anime style out of sheer humor at such a concept.

"I wish!" Padmé laughed.

"I told you guys Ahsoka never had a chance at winning this thing." Mai said.

Barriss and Padmé quickly recovered and growled at the woman.

"She wastes too much of her time listening to you losers. Weevil keeps his mind on the game." Mai explained.

"Then why did he not see this coming?"

That comment caused Mai and the others of Ahsoka's entourage to look at Obi-Wan in confusion.

"See what coming?" asked Anakin, Padmé, and Barriss.

"Whatever it is Ahsoka is grinning about." Obi-Wan replied.

Mai and the others looked up to see that Obi-Wan was correct.

"You're right, Master Kenobi. She's got a big smile on her face!" Barriss said.

"No, I know when Snips is smiling, and that ain't no smile." Anakin explained.

"Ani's right. In fact, if anything, I think she's laughing." Padmé theorized.

"No way…!" Mai denied.

Sure enough, Ahsoka was indeed laughing. Though, what she found so funny was a mystery to everyone. And her laughter only served to grate on Weevil's last nerves.

"Hey, hey! What are you so happy about!? STOP THAT SNICKERING!" Weevil demanded.

"Weevil, you've done an awful lot of cheating throughout this duel, but you won't win! And do you know why?" Ahsoka asked before explaining. "You rely on trickery to win your duels, so you expect the same from your opponents. But I duel with honor, and it's for that reason that I'm going to win this!"

"You've got nothing!" Weevil denied.

"Here's what I got; the Red-Eyes Archfiend of Lightning!" Ahsoka declared as she played her card.

A small portal of storm clouds opened up on the field, and Ahsoka's monster rose up from the portal. It began hissing in challenge as it laid eyes upon its enemy.

"Whoa, what's that?" Mai asked.

She'd never seen a monster like that one before, but she somehow understood that this monster is certainly nothing to sneeze at.

"I know it's going to be hard for you to accept losing, Weevil. But my Archfiend of Lightning is going to utterly decimate your Great Moth!" Ahsoka declared.

 _ **(Red-Eyes Archfiend of Lightning: [Fiend|Gemini|Effect] DARK/ Level 6/ ATK; 2500/ DEF; 1200)**_

" _Ahsoka must be losing it. Her Red-Eyes Archfiend of Lightning is strong, but my Great Moth is stronger still. If she attacks, my monster will most assuredly squash her monster!"_ Weevil thought to himself.

As if reading her opponent's thoughts, Ahsoka just giggled a bit and broke the bad news to the Insect user.

"Looks like you overlooked one critical detail, Weevil. Makiu is still dampening this entire field."

Both Weevil and Mai gasped as they took a closer look at the field. A startling realization hit them like a ton of bricks.

"She's right…!" Weevil gasped as a drop of water hit the field. "Everything's wet! My Great Moth is totally soaked!"

It's true. All of that water collected on the Great Moth, causing it to be weighed down severely by so much moisture. It screeched as it flapped its massive wings, struggling to stay in the air.

"Yup! And the water from the field boosts my Archfiend of Lightning's electrical attacks, raising his attack power by one thousand points!" Ahsoka explained. "Face it, Weevil, your waterlogged bug is now nothing more than a giant sized lightning rod."

 _ **(Red-Eyes Archfiend of Lightning: [Fiend|Gemini|Effect] DARK/ Level 6/ ATK; 2500 + 1000 = 3500/ DEF; 1200)**_

Weevil gasped in horror as he realized what was coming next.

"I hope you're in the mood for fireworks, Weevil, because it's time I ended this duel! **Red-Eyes Archfiend of Lightning, Thunderous Fist attack!"** Ahsoka commanded.

The Archfiend raised its right fist into the air, and used it as a conductor to gain an electrical overcoating of power. After building up enough energy, it reared back its fist before thrusting forward to send a blast of concentrated lightning at the Great Moth.

Weevil could only watch in sheer terror as electricity coursed through his bug before engulfing it in a huge explosion. Even the audience was stunned into silence as the Great Moth fell from the skies engulfed in flames. Ahsoka remained stoic as she broke the news to her opponent.

"It's over. I've won."

"NO! IMPOSSIBLE! MY MOTH'S UNBEATABLE!" Weevil cried in denial as he looked at the charred remains of his monster.

 _ **(Weevil: 555 - 900 = 0)**_

With the duel over, Ahsoka's friends cheered in celebration of Ahsoka's win. But while they did that, Mai stood on the sidelines feeling a mixture of amazement and disbelief at what she'd just witnessed.

"Impressive. I didn't think Ahsoka would ever beat Weevil." Mai admitted.

* * *

 _ *****A Few Minutes Later…*****_

* * *

When the crowd disbursed, Ahsoka had claimed her prize from Weevil; his only two Star Chips. And of course, Weevil just had to get a few more words in during a pitiful display of self pity.

"But I'm the Regional Champion! THE REGIONAL CHAMPION!" Weevil cried in disbelief at his loss.

"You call yourself a champion, Weevil, but you only won your duels through lying and cheating. True champions… they play with honor. They play fair." Ahsoka lectured.

Just goes to show you that Ahsoka would make a great teacher if she wanted to.

"Oh, don't waste your breath on this sneaky slug! He's a dueling disgrace!" Barriss snapped.

With a quick chop to the back of the neck, Barriss knocked out the Insect duelist and took something from him.

"And as such, I hereby relieve him of his Dueling Gauntlet."

But Ahsoka wasn't paying attention. She'd just finished putting her newly won Star Chips into her own Dueling Gauntlet, and was looking up at Pegasus' castle.

" _Okay, I've got three stars so far, but I still need to win seven more. Ten Star Chips will gain me entry into that castle, where they're holding my grandpa's soul prisoner; and where I'll duel Pegasus once and for all!"_

* * *

 _ *****To Be Continued…*****_

* * *

 _ **I plan to update at least one more chapter of this story before working on anything else, but it'll take some time. Until then, enjoy this chapter!**_


	6. Chapter 6

_*****I still don't own Star Wars: The Clone Wars, or Yu-Gi-Oh!*****_

 _ **Barriss' Cyber Angel Deck**_

* * *

Monster Cards

* * *

 _ **Blue-Eyes White Dragon**_

 _ **Blade Skater (2 copies)**_

 _ **Kanan the Swordmistress**_

 _ **Masaki the Legendary Swordsman**_

 _ **Baby Dragon**_

 _ **Flame Manipulator**_

 _ **White Night Dragon**_

 _ **White Night Queen**_

 _ **Cyber Prima**_

 _ **Mind on Air**_

 _ **Etoile Cyber (2 copies)**_

 _ **Cyber Gymnast**_

 _ **Cyber Tutu**_

 _ **Time Wizard**_

 _ **Cyber Petit Angel (2 copies)**_

 _ **Cyber Angel - Vishnu**_

 _ **Cyber Angel - Dakini**_

 _ **Cyber Angel - Benten**_

 _ **Cyber Angel - Idaten**_

* * *

Spell Cards

* * *

 _ **Raigeki**_

 _ **Polymerization (2 copies)**_

 _ **Shield and Sword**_

 _ **The Warrior Returning Alive**_

 _ **Machine Angel Ritual (3 copies)**_

 _ **Mystical Space Typhoon (2 copies)**_

 _ **Fusion Weapon**_

 _ **Fulfillment of the Contract**_

 _ **Ritual Weapon (2 copies)**_

* * *

Trap Cards

* * *

 _ **Kunai with Chain**_

 _ **Draining Shield (3 copies)**_

 _ **Meteorain**_

 _ **Hallowed Life Barrier (2 copies)**_

 _ **Spell Shield Type-8**_

* * *

Extra Deck

* * *

 _ **Thousand Dragon**_

 _ **Cyber Blader**_

 _ **Flame Swordsman**_

* * *

 _ **First Duel**_

* * *

 _"Grandpa, I'm home!"_

 _It looks as though another glorious day of Jedi training has ended for fourteen year old Ahsoka Tano as she returned home to her family's game shop. But wait a minute, weren't we at Duelist Kingdom not two chapters ago?_

 _Rather than go into detail, let's read on and see what happens._

 _"Hello, little 'Soka, how was training today?" Acuzaa asked, looking up from his work._

 _"It was awesome, grandpa. I've finally been assigned as a Padawan today, and just got back from a mission." Ahsoka explained._

 _A look of surprise made its way to Acuzaa's face at that news. But he quickly recovered, and began to hug the living daylights out of his granddaughter._

 _"That's great news, little 'Soka! I knew you would become a Padawan, and look at you now!" Acuzaa praised. "So, who's your new teacher in the Jedi arts? Master Kenobi, I assume?"_

 _After recovering from her grandpa's deadly hug of proudness, Ahsoka told him who her new teacher is._

 _"It would have been a great privilege to be taught by Master Kenobi, but I've actually been assigned to Master Skywalker."_

 _"You have? But I thought master Skywalker said that he was never going to take an apprentice?" Acuzaa asked._

 _"Well, he didn't pick me, per say… more like Master Yoda assigned me to him." Ahsoka explained. "He was very specific; I'm assigned to Anakin Skywalker, and he is to oversee my Jedi training."_

 _Acuzaa just chuckled at his granddaughter's snippy attitude. A similar trait that both he, and his son had for a long time. It's just a genetic trait that normally manifests in the males of the Tano family. Still, he wouldn't want his beloved grandchild to change her personality for the galaxy._

 _"Well, in any case, I'm certainly very happy for you. What do you say I show you something that's very precious to me, and then we can go out to Dex's Diner to celebrate your becoming a Padawan."_

 _The ever curious Togruta girl nodded as her grandpa reached behind the counter of his desk. He pulled out a small wooden box, and set it on the counter before undoing the lock._

 _"You're in for a treat, Ahsoka. I haven't taken this card out in years." Acuzaa informed. "Are you ready? Here it is."_

 _He pulled out a card that we're all familiar with due to it being featured in the first chapter._

 _"The Blue-Eyes White Dragon; a very rare and powerful card that I have never let leave my hand."_

 _Ahsoka was absolutely floored upon seeing such a rare card. Sure, she knew that only four of them existed in the entire galaxy, but she never would have thought that her grandpa would have such a card._

 _"Why are you showing me such a rare card, grandpa? Not that I'm complaining, or anything." Ahsoka said._

 _"For two reasons, little 'Soka. One; because I felt that it was time for the Blue-Eyes White Dragon to be revealed to you. And two; because something tells me that one day you will be the one to pass this card on to it's new owner." Acuzaa replied._

 _Upon seeing his grandchild's confused face, he decided to elaborate for her._

 _"You see, Ahsoka, this card is very special. Not because of its power, or because it's so rare, but because this card was given to me by a dear friend. And I know that one day, you will find a friend will treat this card with the love and respect that it deserves. A friend who believes in the Heart of the Cards." Acuzaa explained._

 _"The Heart of the Cards? What's that?" Ahsoka asked._

 _Acuzaa chuckled and carefully put the Blue-Eyes White Dragon card back in its case._

 _"I'll tell you later. For now, let's get to Dex's Diner and fill our empty bellies."_

* * *

Ahsoka woke up, gasping at the memory of when she'd first become a Padawan. She remembered it so vividly, and her heart once again began to ache as she thought about how her grandpa's soul was stolen by Pegasus.

After regaining control of her emotions, Ahsoka realized that the sun was just barely beginning to rise over the horizon. She looked to the others and saw that they were all still asleep, with Anakin and Padmé hugging each other in their sleep. Something that made her smile, even though such relationships are against the Jedi Code.

She carefully got up and reached into a separate deck case where she keeps any cards she might want to use to edit her deck, and pulled out her grandpa's Blue-Eyes White Dragon.

" _Can I really just give away grandpa's most treasured card like this? What if something happens to it?"_ Ahsoka mentally asked herself.

She thought long and hard about what her grandpa had told her about this card. She knew about only one person who fit the criteria for being gifted with the Blue-Eyes White Dragon. She silently crept over to where Barriss was still soundly sleeping, and slipped the card into the Mirialan girl's deck.

" _I know I'm making the right choice here. The Blue-Eyes White Dragon will seriously boost her chances of winning this tournament, and getting that prize money for Luminara's eye surgery."_

With that done, Ahsoka decided to lay back down and try to get a bit more sleep. There were bound to be more duelists out there, and each one would be stronger than the previous ones. Weevil may have been tough on his own, but he certainly isn't the best.

* * *

 _ *****A Few Hours Later…*****_

* * *

Having gotten some more rest, our group of heroes and heroines was now walking through a meadow as they searched for new opponents to duel. Barriss was especially excited for this, on account of the fact that she had someone very important to fight for.

"Yes! It's a brand new day, and I'm dueling the first competitor we see! Don't anyone try to stop me!" Barriss declared.

She ran ahead to where the grasses of the meadow met the sands of the shoreline, and her friends seemed to be a little concerned.

"Hey, I know that Barriss decided to participate in this tournament, but don't you think it's a little too soon?" Padmé asked.

"Indeed. I mean, there are tournament level duelists here." Obi-Wan replied.

"Relax, Obi-Wan. I'm sure that Barriss is smart enough to realize…"

Anakin didn't get the chance to finish that sentence.

"HERE I STAND; THE NEXT DUEL MONSTERS CHAMPION!" Barriss declared.

Ahsoka and the others could only groan in embarrassment as an anime sweat drop appeared on their heads.

"She needs a serious reality check." Padmé groaned.

"Indeed, senator. This level of arrogance is unhealthy for anyone." Obi-Wan said in agreement.

"She's about as smart as she is green." Anakin added.

But what those three failed to realize was that Barriss wasn't being arrogant. She was merely putting on a brave face as she thought about her reason for dueling here. It certainly wasn't going to be very easy to pull out a win in ANY duel, and she knows this.

" _I must become the champion… for my master's sake. She's always looked out for me, even when I was just a youngling."_ Barriss thought to herself.

* * *

 _ *****Memory Start*****_

* * *

 _ **On the Twi'lek home planet known as Ryloth, a much younger Luminara Unduli and a six year old Barriss Offee had just docked near a popular tourist site. Luminara had a couple of weeks off for meditative retreat, but even she knows the old saying "all work and no play makes Jack a dull boy".**_

 _ **Neither Mirialan was wearing their cowl, choosing instead to let their shoulder length black hair fall free. Well, technically, Luminara had her hair done up in a low ponytail, but you get the idea.**_

 _ **Young Barriss looked around in confusion, seeing all of the Twi'leks and other aliens. She was a bit shy when meeting new people, and was feeling a bit overwhelmed right now.**_

" _ **Where are we? Why are we here, Master Unduli?" Barriss asked.**_

" _ **I thought you might like to visit one of Ryloth's most popular beaches. This one is a greatly recommended vacation spot for any species." Luminara replied.**_

 _ **Barriss just nodded, not really feeling up to any form of social interaction at the moment. But Luminara was determined to help her young charge, and succeed in this she would.**_

 _ **After the two of them got changed into their beach attire, Barriss merely stared out in wonder at the crystal clear ocean before her. The youngling had never seen a more beautiful sight in her whole life.**_

" _ **Oh, master, it looks so pretty!" Barriss gasped in awe.**_

" _ **And believe me, it's also very cold."**_

 _ **Barriss looked over to see Luminara standing where the waters of the sea met the sands of the shoreline. Unfortunately for the Jedi Knight, one of the larger waves splashed her with freezing cold water, forcing her to scramble up to higher ground. An action that made young Barriss break out into a fit of giggles.**_

 _ **After catching her breath, Luminara and Barriss just enjoyed themselves on this beautiful Rylothian beach. They went surfing, they swam, and enjoyed a cold delicacy called shaved ice. Many hours later, in the late afternoon, the two are finishing up their day of fun by building a sandcastle. It's a bit crude and the structural integrity is a bit questionable, but it's theirs.**_

" _ **This has been such a beautiful day. We must come back here." said a relaxed Luminara.**_

" _ **But how?" Barriss asked.**_

 _ **She may be young, but she's not THAT naïve. She knows that one day, she'll be chosen as a Padawan. But she wanted to be Luminara's Padawan. None of the other masters or knights ever take the time to really get to know their Padawans, so it's always just like a relationship between a student and a very strict teacher. And Barriss didn't want that.**_

 _ **Sensing the child's distress, Luminara decided to break out the big guns.**_

" _ **Worry not, Barriss. I don't plan on letting you become someone else's student. And even if you do get chosen as someone else's Padawan, I'll still find a way to bring you back here."**_

" _ **You promise?" Barriss asked.**_

" _ **Yes, little one, I promise." Luminara replied, hooking her pinky around Barriss' smaller one.**_

* * *

 _ *****End of Memory*****_

* * *

" _I'll win this tournament for you, master! I won't let you lose your sight!"_

Barriss was broken from her thoughts when she and the others heard cheering. But where was it coming from?

"Hey, look down there!" said Padmé.

The others followed the senator's line of sight, and were amazed by what they saw.

"Duel Monster stadiums…!" Anakin gasped in awe.

And he had a right to do so. There were several stadiums with duelists who used all sorts of cards. Monsters ranging from the Black Luster Soldier, the Dark Magician, Feral Imp, and even a weak card like the little puffball known as Kuriboh. It was truly a marvelous sight for any Duel Monster player.

"Look at them all. There must be at least a dozen duelists down there." Obi-Wan said.

"This is it. I'm going in!" Barriss declared.

"Are you sure about this, Barriss?" Padmé asked. "I mean if you lose, you give up your only Star Chip."

"She's got a point." Anakin added.

Barriss freaked out and fell to the ground anime style as she realized the others were right. And for some reason, she made a noise that sounded a lot like 'DOI-YE-YE!'.

"Don't get so worked up, Barriss, you'll do fine. You do know that, don't you?" Ahsoka reassured.

"I certainly hope so." Barriss said after recovering. "This is going to be my first official duel, and I can't afford to get knocked out right at the beginning."

"True, but not everyone here is a pro. I'm sure we can find someone on your level." Ahsoka replied.

"You should probably go for someone easy." Padmé suggested.

"And, perhaps I should also consider which field my cards are best suited for." Barriss planned as she took out her deck. "They're mostly warriors and fairy types. And I have many cards that are ritual monsters. That must make this meadow field my kind of arena."

"That's right, Barriss. See? You know what you're doing." Ahsoka said.

"You lost, crybaby, now give me your Star Chips!" demanded an irritatingly familiar voice.

"A voice that annoying can only belong to one person; Mai." Padmé growled with enough venom to kill a cobra.

Sure enough, Mai was at a dueling stadium laughing at her accomplishment of taking out one of the tournament's weaker competitors. And while she was laughing it up and practically rubbing it in this duelist's face, this guy; who we'll call Gordon, was fuming and not taking his loss very well.

"It's not fair! You cheated somehow! How could you tell what your cards were when they were still face-down?" Gordon asked while whining.

"I'm psychic. And you're done." Mai replied with a smug wink.

She then continued to laugh while Gordon headed for the docks, crying over his loss. But Mai soon stopped laughing once she noticed a group of people that she dubbed as 'losers'.

"Well, look who's here…" Mai mumbled.

"My goodness, Mai has already won two more Star Chips." Barriss gasped in amazement.

The blonde woman gained a dark gleam in her eyes as she knew exactly who her next target was.

"Hey, Ahsoka, are your duels going well?" Mai asked, feigning interest.

"I'm making progress, at least." Ahsoka replied, not wanting to be rude.

"So you have three Star Chips, do you?" Mai asked. "I might be up for a duel myself."

"Take her down. Knock her out of the contest and off the island!" Padmé whispered to Ahsoka.

Mai hummed a bit, as if she was thinking about who she wanted to duel. And by the look of things, her choice wasn't going to be one that any of our story's main protagonists would like.

"You know, I'm definitely feeling up for a duel right now. Get ready, because I choose to challenge… YOU, Barriss!" Mai said dramatically.

"You're challenging me? Are you serious?" Barriss asked.

"Do you have the guts to take me on, kid?" Mai taunted.

"What makes you think it would even be an easy duel?" Barriss asked.

"Puh-leeze! I listened in on your talk with Ahsoka while on the ship, and I know that she gave you the only Star Chip you have. My motto is "take out the weak links first", and considering you wouldn't even be on this island if Ahsoka hadn't given you one of her chips, you've got to be the weakest duelist in this whole tournament!" Mai explained.

"Now, that's just rude! Do you have to insult everyone you duel?" Barriss asked.

"As much as I hate to say it, this time she was being truthful." Padmé said with a deadpan look.

Barriss gawked at how blunt the senator had to be with that comment. Had they really so little faith in her abilities as a duelist!?

"From what I can tell, Mai's ruthless as a duelist. You shouldn't duel her first." Padmé advised.

"She's right. And if you lose, you're out for good." Obi-Wan added.

"C'mon, Snips, stand up for Barriss. You have to duel Mai in her place." Anakin urged.

Ahsoka looked between the smug looking blonde and her green skinned friend. Despite the protests from the masters and Padmé, she knew one thing that the others didn't.

"This is Barriss' fight. She has to make the decision on her own." Ahsoka said.

Barriss looked at her friend, shocked and a bit relieved that she'd said that.

"Show Mai what you're made of!" Ahsoka urged.

"Of course! She thinks that I'm a pushover, but I'll show her just how wrong she is!" Barriss declared.

"Ahsoka…!" gasped a shocked Anakin.

"You can't be serious, Padawan…!" Obi-Wan followed up.

"There are few things that I've never been more serious about, and this is one of them. Don't you understand? This is my big chance to prove myself. And don't forget that Acuzaa trained me." Barriss replied before adding "Of course, he never got the chance to finish my training. And I honestly wish that I'd gotten the chance to practice just a little bit more before being thrown into a tournament this huge, but trust me; I can beat her!"

"I hope you're right. For Luminara's sake." Obi-Wan said solemnly.

"Yeah, you'd better not screw this up." Padmé warned.

"I accept your challenge. Let's duel!" Barriss said to Mai.

"Get ready to lose!" Mai taunted.

Barriss and Mai soon made their way to their respective dueling platforms; Barriss on the blue side and Mai on the red. Both players looked determined to advance, and neither looked like they'd be giving an inch in their fight.

"You got this, Barriss!" Padmé cheered.

"Kick her butt!" Anakin added.

Barriss smiled and gave a thumb's up in response. Ahsoka definitely had faith in her friend, but she knew this duel probably wasn't going to be easy.

"She'll do fine." Ahsoka mumbled.

Although, secretly, she has her doubts.

"Since you only have one measly Star Chip, I only have to wager one if mine against you." Mai said as she removed one of her Star Chips from her gauntlet.

" _At least this terrain will give me an advantage against her…"_ Barriss thought to herself.

She took a second look at the field and sorely wished she hadn't.

"HOW IN THE KIT FISTO?! What are all of those mountains doing on my field?!" Barriss yelped.

"The field we'll be dueling on is forty percent mountain, forty percent forest, and the last twenty percent is meadow. So deal with it, or surrender." Mai explained smugly.

Barriss gritted her teeth in response. So much for having the home field advantage this time around. Seeing her distress, Ahsoka decided to ease her friend's worries.

"Barriss, you need to stay calm! Remember, your monsters will still get a Field Power Bonus from the meadow part of the field." Ahsoka reminded.

"Oh yeah, I forgot." Barriss admitted. "Listen, Mai, before we duel I need to ask you something."

"Hm, what?" Mai asked.

"Why is it that you decided to participate in this tournament in the first place? Explain to me your reasons; why do you duel?" Barriss asked.

"Why do I duel?" Mai responded with narrowed eyes.

Suddenly, the tension disappeared as Mai delved into her not-so-surprising reasons for entering this tournament in the first place.

"For all the comforts that I crave. Designer clothes, travel perks; anything to avoid any real work. Hot cars, turbo charged for livin' large."

"So you only desire material possessions? How selfish!" Barriss said.

Naturally, Mai didn't take too kindly to that comment.

"HOW DARE YOU TRY TO JUDGE ME, YOU WALKING CASE OF GANGRENE!" Mai shouted in anger.

"Hey, now that was just hurtful. And for your information, while you're dueling for things, some of us are dueling for those that we love the most!" Barriss fired back.

"You tell her, Barriss! Show her what it's like to duel from the heart!" Ahsoka cheered.

"Duel!" Mai and Barriss declared.

 _ **(Mai: 2000)**_

 _ **(Barriss: 2000)**_

As it was Barriss' first turn, she drew her sixth card and added it to her hand. So far, she had Cyber Angel - Idaten, Kanan the Swordmistress, Machine Angel Ritual, Cyber Tutu, Cyber Petit Angel, and Etoile Cyber.

" _I don't want to reveal my Cyber Angels too soon,"_ thought Barriss. "So to start this off; Cyber Tutu in Attack Mode!"

Her field hummed to life as a young human girl in a modified ballerina outfit appeared on the field. She also has on a blue visor, a red and cyan bodysuit, pink ballet slippers, and a frilly semi transparent cyan colored ballerina tutu. She did an arabesque as she settled on the field.

"And the Field Power Bonus she gets from the meadow will raise her attack and defense points by over three hundred points!"

 _ **(Cyber Tutu: [Warrior|Effect] EARTH/ Level 3/ ATK; 1000 + 330 = 1330/ DEF; 800 + 330 = 1130)**_

"Okay, your turn." Barriss said as she ended her turn.

Mai just smirked before closing her eyes and humming a bit as her hand hovered over her cards; all of which were face-down just below her Spell/Trap card zone. Naturally, this action confused Barriss.

"Now, what are you doing over there?" Barriss demanded.

"Divining my card. I have to mystically choose which one is the best." Mai replied.

"What do you think you are, a psychic?" Barriss asked rhetorically.

"And the best card is…"

Mai trailed off in her sentence to build up a bit of tension, then her eyes snapped open.

"...The Harpie Lady!"

Her own field hummed to life as a monster appeared on her side of the field. A strong monster in its own right. It was a humanoid female with long pink hair, bird wings on her arms, and her hands and feet were wicked sharp bird talons instead. She screeched as she appeared on the mountainous field.

"Her strength is boosted by the mountain's Field Power Bonus!"

 _ **(Harpie Lady: [Winged Beast|Normal] WIND/ Level 4/ ATK; 1300 + 390 = 1690/ DEF; 1400 + 420 = 1820)**_

"I'll still take her down! ATTACK!" Barriss commanded.

Cyber Tutu laughed a bit, and began to do ballerina spins at high speed as she spun her way towards the Harpie Lady. But this proved to be a fatal mistake on Barriss' part; and not just because of the difference in power levels.

"BARRISS, WAIT! LAND MONSTERS HAVE A SEVERE DISADVANTAGE TO FLYING MONSTERS!" Ahsoka cried.

But her warning came too late. On her final spin, Cyber Tutu launched what would have been a devastating kick at the Harpie Lady. Unfortunately, the winged beast monster easily flew up out of reach of the ground based monster, so the attack missed her by at least a literal thirteen feet.

"Flying monsters have a magical resistance to monsters that can only walk on the earth!" Ahsoka said, simultaneously coaching her friend.

"So Barriss blew it already?" Padmé asked in worry.

"No, but she attacked too soon before waiting to see what her opponent's monster could do." Ahsoka replied.

The Harpie Lady screeched as she swooped down and used her talons to cut through the poor Cyber Tutu. The ground based monster could only shriek in pain as she pixelated before going to the Graveyard.

"I guess that was Cyber Tutu's final performance." Barriss said.

 _ **(Barriss: 2000 - 360 = 1640)**_

"Oh, cards, speak to me!" Mai intoned, resuming her psychic shtick. "And I'll choose again… without looking."

This time, she placed a card face-down in her Spell/Trap zone. And Barriss was beginning to freak out a little.

"How is she doing that? She isn't Force Sensitive, is she?" Barriss mumble to herself.

"She's losing it!" Anakin groaned.

"I suppose that green bean wasn't ready for this." Obi-Wan added.

"Barriss, think about what you're doing before you move again!" Ahsoka coached.

But the Mirialan girl wasn't listening.

" _How can she read her cards while they're still face-down? It just doesn't seem physically or mentally possible!"_ Barriss thought to herself.

" _My little card trick has already made this amateur forget everything she's ever known about Duel Monsters. All I have to do is keep pushing her buttons."_ Mai thought to herself.

" _What else can I do?"_ Barriss mentally asked herself.

She drew her next card, and knew that the next one was going to have to be a good play. Otherwise, things were not at all going to end well.

"Perhaps this one? Kanan the Swordmistress!"

A brand new monster appeared on Barriss' field. One that was stronger than Cyber Tutu. She was a woman with long brown hair that covered one of her eyes. She wearing an armored breastplate and skirt along with armored gauntlets and greaves. She held a sword in her right hand, and a shield in her left.

"My Field Power Bonus will raise her attack power so she can take on the Harpie Lady head-to-head!"

 _ **(Kanan the Swordmistress: [Warrior|Normal] EARTH/ Level 4/ ATK; 1400 + 290 = 1690/ DEF; 1400)**_

That would've been a nice plan, if not for one slight flaw in it.

"You're not thinking! It's still resistant to magic!" Ahsoka said.

"Right! Kanan the Swordmistress is another handicapped earth based monster." Mai added.

The Harpie Lady screeched as she once again attacked Barriss' monster. But due to its resistance to magic, the Field Power Bonus that our young Jedi got was nullified, making her take the difference as Life Point damage.

 _ **(Barriss: 1640 - 290 = 1350)**_

Barriss just gritted her teeth as Mai continued to laugh at her misfortunes.

"I'm all for girl power and all, but it'll take a lot more than your earth based wimps to defeat my Harpie Ladies." mocked Mai. "Now, I'll play this lovely card without even looking. I'll give you a hint; it's an equipment Magic Card that'll defeat your next monster in one turn."

"Again with all of that psychic stuff?"

Barriss looked at her hand, nervously trying to make see if she had something that could stop that oversized turkey. Unfortunately, almost every card in her deck was land based. Even one of her strongest cards, White Night Queen, would be hard pressed to fight that thing.

But right now, the only cards she had in her hand were Etoile Cyber, Machine Angel Ritual, Cyber Petit Angel, Cyber Angel - Idaten, and Cyber Gymnast. And even with a Field Power Bonus, they wouldn't be able to take on the Harpie Lady because of her flight ability.

" _Can she see my cards too?"_ Barriss contemplated. " _Since I can't tell what her cards are, I have to put up a defense!"_

Barriss took one of her cards, and placed it in face-down defense position. Something that just made Mai grin a bit wider.

"Running scared, huh?" Mai taunted. "Then let me show you my surprise. Cyber Shield to juice up my Harpie Lady!"

The Harpie Lady screeched as she was enveloped in a ball of light. When it died down, it revealed that she was now wearing dark purple armor on her upper body, increasing her power even more.

 _ **(Harpie Lady: [Winged Beast|Normal] WIND/ Level 4/ ATK; 1690 + 500 = 2190/ DEF; 1820)**_

She dove down, and launched a devastating kick to the field. It revealed Barriss' monster to be Cyber Gymnast, who yelled in pain upon destruction.

"NO!" cried Barriss as her monster was killed. "How is she doing that!?"

Mai just laughed even more.

"This is so much fun!" laughed Mai. "In case you were wondering, the next card you were thinking of won't help you out either."

"Mai really does have E.S.P., that must be it! I'm going to lose this duel, and the chance to save my master!"

From the sidelines, Ahsoka and the others could easily tell that Mai was using psychological warfare against Barriss. And so far, it seemed to be working like a charm.

"Barriss, don't forget about what my grandpa taught you about how to play Duel Monsters!" Ahsoka called.

"Don't let her get to you, Barriss!" Padmé encouraged. "Stay focused!"

"Yeah, she's just trying to psyche you out!" Anakin added.

Mai growled a bit. To her, this group's pointless cheerleading was grating on her last nerve.

" **Stay out of this!"** Mai ordered.

Her outburst certainly caught the attention of our group of protagonists. But why'd she yell at them like that?

"Your brainless cheerleading isn't doing her any good against the superior power of my Harpie Ladies!" Mai said. "Don't you see? Friendship doesn't win duels. Never has. It hasn't helped her any. She's defeated, and she knows it!"

"That is not true!" Obi-Wan denied.

Mai wasn't the least bit shaken by Obi-Wan's denial to her claim.

"Oh, is it?" Mai asked before speaking to her opponent. "There can only be one winner, kid. In this tournament, in this game, someone can be your best friend today and your worst enemy tomorrow. I hope this loss today teaches you to remember that, kid."

Barriss gritted her teeth so hard, one might think they would break from the pressure. Her anger was rising to unsafe levels, and a sickly yellow color began to bleed into her natural blue eyes as Dark Side energy began mixing with her Light Side energies.

"She needs help! Ahsoka, help her!" Padmé begged.

Ahsoka's eyes narrowed, and her Millennium Puzzle began to glow with a harsh golden light once again. But this time, a single word that was very foreign to the others. But only our main protagonist knows what it truly means.

" **YUGIOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOHHHH!"**

Once again, Ahsoka was engulfed in a pillar of light as Egyptian hieroglyphs appeared around her. When they died down, the more mature and grown up version of Ahsoka stood in the younger one's place.

"Don't listen to her, Barriss! We're here to help you, just like you're always there for us!" Ahsoka declared.

Barriss calmed down some, as her eyes returned to normal. But this declaration also caught Mai's attention.

"She's trying to divide and conquer; a strategy that has been used for centuries and is still in use today! Believe me, I know." Ahsoka explained as an eye like the one on the Millennium Puzzle appeared on her forehead.

"I don't know why, but when you get that look in your eye, I believe everything you say…" Barriss trailed off.

Mai stared for a minute before laughing again at such a pointless, in her opinion, waste of breathe.

"You really think that Ahsoka wants you to win this tournament? She's a duelist too, you know. To win the Prize Money, you'll eventually have to duel her too." Mai taunted smugly.

"She's right, we will have to duel." Barriss mumbled to herself. "It's completely inevitable that we will. And yet…"

* * *

 _ *****Begin Flashback…*****_

* * *

" _ **Ahsoka, know that we'll take down Pegasus and get your grandpa's soul back! We'll beat him together, because we're a team!" Barriss said as she finished building her deck.**_

* * *

 _ *****Flashback End*****_

* * *

"We are a team… and we always will be. But still… I have to win the tournament's Prize Money for master Luminara. I can't let her lose her vision…!"

* * *

 _ *****Begin Flashback…*****_

* * *

 _ **"Please don't worry, Barriss. I know that my vision will soon be useless, but I will be back at the Temple within the span of a day. I'm sending you this video so that you might be able to better prepare to accept the inevitable."**_

 _ **Luminara paused to rub her eyes as her vision seemed to slowly worsen.**_

 _ **"It appears as though I'm running out of time."**_

 _ **"I'm so sorry that this had to happen, Barriss, but any sort of operation that could help me is just too expensive. I know that I will eventually go blind, and I have already accepted this fact. Goodbye, my Padawan. I will see you soon."**_

 _ **With that, the hologram of Luminara Unduli fizzled out.**_

* * *

 _ *****Flashback End*****_

* * *

"What do I do?" Barriss asked herself. Maybe Ahsoka is right… I need to stop listening to Mai's crazy talk, and start using my head."

She began to tear up as she screwed her eyes shut.

"I just need to concentrate…!"

The screen goes black, and we now find ourselves in the deepest recesses of Barriss' mind. Around her were all of the different cards in her deck, but one of them was blank, indicating that she doesn't know what it is or how it got into her deck in the first place. She was floating in a lotus position as she contemplated how Mai could possibly know what her cards are while they're all face-down.

" _There must be an answer to this. If she's not psychic and she isn't strong in the Force, then there must be something else that she's doing."_

Suddenly, the Mirialan Padawan caught a whiff of something.

" _What is this smell…?"_

And upon catching a whiff of one scent, several more began to join it. All ranging from things like herbs to fragrant flowers.

" _I never noticed that smell while my eyes were open, but now I'm smelling all sorts of different perfumes. And they're coming from…"_ Mai's cards soon appeared as a mental image in her head. " _...Her cards? But that would mean…"_

The environment went back to normal as Barriss made a startling discovery.

"Let's go, kid! It's your turn!" Mai said impatiently.

"That's it…! I see through your little scam!" Barriss declared.

Mai was taken aback from the sudden outburst.

"You sprayed all of your cards with different perfumes. And by smelling each different scent, you can tell exactly what cards you have, even while they're face-down. That way you don't have to look to know what you have, AND you can simultaneously psyche the other player out." Barriss accused.

And from the look on Mai's face, I'd say she hit the nail on the head.

"NO WAY, HOW COULD AN AMATEUR JEDI LIKE YOU SEE THROUGH MY AROMA STRATEGY? IT'S JUST IMPOSSIBLE!" Mai shouted in surprise and outrage.

"I must admit, I got pretty scared when I thought you had psychic abilities. I was freaking out far too much to think clearly. BUT YOU'RE NOT A PSYCHIC AT ALL! YOU'RE JUST A NO GOOD FAKER!" Barriss said, her confidence now restored.

"Alright, Barriss!" Ahsoka praised.

"Way to go, Barriss!" Padmé cheered.

"You go, girl!" Anakin added.

"Yes, what they said!" Obi-Wan followed up.

"Ahsoka, you were right." Barriss said.

But it didn't seem like Mai was too happy about her strategy being destroyed like that.

"Just because you saw through my little psychic act doesn't mean you're going to beat me in a duel!" Mai declared angrily.

"Oh centre, mademoiselle, before you were only winning through cheap tricks and attempting to turn me against my friends. But now, I have a clear mind and I know who I can trust." Barriss denied. "And while I still have my friends by my side, all you have left are your lousy tricks! And here's a newsflash for you, I'm not going to fall for them anymore!"

Now, Mai had something to worry about. Sure, this kid may be an amateur in terms of dueling capabilities, but with her mind set straight, she'd be a challenge even for a more experienced duelist.

"And I've decided to blow your Harpies out of the sky with this!" Barriss declared as she revealed her magic card.

"Good card, Barriss!" Ahsoka praised.

"The Machine Angel Ritual!"

Barriss' field hummed to life as a giant cauldron made from machine parts arose up on her field.

"It needs a sacrifice in order to bring out a monster, so I'm offering up the level 2 Cyber Petit Angel and the level 4 Etoile Cyber that are in my hand!"

The two monsters appeared on Barriss' field before being sucked into the cauldron. But that didn't last long, as the machine parts erupted outward in an explosion of light.

"The offering has been accepted! Be prepared, Mai, to witness the strength of one of my deck's best monsters; Cyber Angel - Idaten!"

The light died down to reveal a new monster. This one was also a humanoid female, but she was different from the others. Her hair, gloves, and shoes seemed to be made from red metal, and she had a build that suggested she was strong in the martial arts. She also has these strange blue orbs in her wrists and elbows. Her outfit was mostly a black bodysuit that revealed quite a bit of pink skin, but you could tell from this monster's aura that she is no pushover.

 _ **(Cyber Angel - Idaten: [Fairy|Ritual|Effect] LIGHT/ Level 6/ ATK; 1600/ DEF; 1800)**_

"Okay, I admit, that's a pretty decent monster, but she's still no match for my Harpie Lady!" Mai said before revealing her own magic card. "My card will be Elegant Egotist!"

Harpie Lady screeched as she began to glow a solid red color.

"Its magic will make copies of my Harpie Lady!" Mai informed.

The glowing Harpie Lady split into three copies with each Harpie glowing either red, blue, or green.

"OH NO!" Barriss yelped.

"Meet Harpie Lady #1, #2, and #3!"

The first Harpie looked relatively the same, but her armor was now gold instead of purple, and her once blue wings were now purple. But her sisters looked slightly different. One of them had sharp blue hair that spiked upwards and had pink feathers on her wings, while the other had reddish orange hair and green feathers on her wings.

 _ **(Harpie Lady Sisters: [Winged Beast|Effect] WIND/ Level 6/ ATK; 1950/ DEF; 2100**_

"Great, now I have three times the trouble!" Barriss groaned.

"Don't give up, Barriss! You've still got plenty of moves left that you can use!" Obi-Wan encouraged.

"Really? What moves would those be?" asked a confused Anakin.

"How would I know? Ask an expert." Obi-Wan replied. "Ask Ahsoka."

"It's Barriss' duel. She has to figure it out." Ahsoka said, having faith in her friend.

Barriss scanned her hand, searching for a way to stop those Harpie Ladies. Her Cyber Angel - Idaten may be strong, but she's not strong enough to defeat three monsters in one shot.

"I don't have any cards in my hand that are strong enough to take out those Harpies…" Barriss muttered.

"AND I'M GOING TO KEEP USING THE MAGIC OF ELEGANT EGOTIST TO COPY MY HARPIES AGAIN AND AGAIN!" Mai declared. "But while my Harpies multiply, I can't attack you, so it's your move. Of course, you'll soon be up against an army."

"An army of Harpies? How am I supposed to fight an army!?" Barriss asked herself.

"DON'T GIVE UP, BARRISS! Think hard; which of your cards will help you win?" Ahsoka asked.

"Which of my cards? You tell me." Barriss quipped before she realized something. " _Wait, I think maybe you did!"_

* * *

 ** _***Flashback Begin…***_**

* * *

 ** _"Raigeki, and a Kunai with Chain? Baby Dragon, and Shield and Sword? Sweet! With these new Magic and Trap Cards combined with your monsters, you'll have a really strong deck." Ahsoka praised._**

 ** _"Excellent! I was hoping I'd made the right choices." Barriss said._**

 ** _"But I think you'll need one more thing. Here," Ahsoka reached into her own cloak pocket, and pulled out a Monster Card depicting a wizard that was literally a living clock. "Add this to your deck. It could be helpful in a tight spot."_**

* * *

 ** _***Flashback End***_**

* * *

"The Time Wizard…! This is exactly the kind of tight spot that Ahsoka was talking about!" Barriss mumbled. "Now, if I could just remember what I learned about how to use a Magic Card. But do I have it in my hand?"

"If I had known how long it was going to take for you to make a move, I would've brought a magazine." complained a bored Mai.

"Oh no, the Time Wizard isn't in my hand! I must draw for it!" Barriss said.

You could practically hear her heart pounding in her chest as she nervously reached for her deck. Her fingers twitched as she thought of all of the possible cards she could draw in addition to possibly drawing the Time Wizard.

" _But… what if I don't draw it? What if I…"_

" _Trust in your cards, Barriss! Trust in yourself!"_ Ahsoka mentally urged.

Steeling her resolve, Barriss placed her hand on her deck.

"Here I go. It's all or nothing!" Barriss muttered.

She drew her card and prepared herself for the worst possible draw. The tension was so thick, you could cut it with a knife and make a donut out of it. Hesitantly, Barriss opened her eyes and looked at her card. What she saw astounded her.

"I don't believe it…!" Barriss gasped. "I don't know how this got in my deck, but I'm gonna play it anyway! COME FORTH, BLUE-EYES WHITE DRAGON!"

"A WHAT DRAGON!?" Mai cried in disbelief.

A huge pillar of light erupted from Barriss' side of the field as the majestic dragon that was once controlled by Dooku arose onto the field. And this time, instead of roaring in misery, it roared with sheer power as it glared at the Harpie Lady Sisters.

 _ **(Blue-Eyes White Dragon: [Dragon|Normal] LIGHT/ Level 8/ ATK; 3000/ DEF; 2500)**_

Mai began whimpering as she knew that she was in real trouble now. If she thought Ahsoka had trouble against Weevil's Great Moth, then she stood a snowball's chance in hell against this thing.

"I believed… and the cards came through for me! Excellent! Go, Blue-Eyes White Dragon,"

The dragon growled as it set its sights on the Harpie Lady Sisters. The three monsters were downright terrified as they literally stared their death in the face.

"Attack with Burst Stream of Destruction!" Barriss commanded.

The Blue-Eyes White Dragon opened its maw, and fired a concentrated stream of white lightning at the Harpie Ladies. All three were destroyed near instantaneously, and Mai could only watch helplessly as her Life Points dropped to zero as she lost her only monster.

 _ **(Mai: 2000 - 2000 = 0)**_

"Alright, Barriss! You did it!" Padmé cheered.

"I knew you could do it!" Anakin added.

"How…? How could I ever lose to such an amateur?" Mai groaned in self pity.

"Hey, Mai,"

The older girl looked at her opponent, silently hoping that she wasn't going to rub her victory in her face.

"Don't you understand yet? This game is about more than simply bearing your opponent. You need to learn to care about someone other than yourself." Barriss explained. "Isn't that right, Ahsoka?"

The Togruta Padawan nodded in affirmative before turning back to normal.

" _I'm proud of you, Barriss. You went from a girl who had nothing more than confidence and attitude to a duelist who duels with her head… and her heart."_ Ahsoka mentally praised.

And if you look closely, you can see that a silhouette of a smiling Luminara is standing right beside Barriss.

* * *

 _ *****To Be Continued…*****_


	7. Chapter 7

_**IMPORTANT NOTICE! PLEASE READ!**_

* * *

 _ **Hey, folks. SaurusRock625 here. And how about a little storytime? So, I've been thinking about how I have so many stories on my profile and how I seem to randomly focus on a single genre for all of my stories. At first, it was categories like Danny Phantom and Ben 10. Then came Star Wars: The Clone Wars. After that, I began focusing on Yu-Gi-Oh and Yu-Gi-Oh GX. Then, of course, there was my RWBY phase. And now, I'm on Star Wars again.**_

 _ **Now, I'm not complaining. I'm just saying that I've been on a very wide streak of certain stories. And as of right now, I'm going to be moving some of them to a new FanFiction profile that I made, which will strictly be for stories of this Genre: Star Wars. It doesn't matter what series of Star Wars it is, but those stories will all be moved to this new account. This account is Marka Ragnos629.**_

 _ **Please go to that account as I will be moving all of my current Star Wars stories over to this account, as well as adding any new Star Wars stories I come up with to said account. I'll just need to take some time to edit the chapters as I add them, but I hope you guys follow me on my new account, with which I will post about on my Bio. But enough about that. I'll see you all over there, and see you all in whatever it is I post/update next.**_


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